BIC - 2020 Universal Registration Document

CORPORATE GOVERNANCE

Corporate Officers’ remuneration

CORPORATE OFFICERS’ REMUNERATION 4.2.

In accordance with articles L. 22-10-28, L. 22-10-9, L. 22-10-34 and R. 22-10-14 of the French Commercial Code in particular, this report of the Board of Directors details the remuneration and benefits of all kind of Corporate Officers paid or granted for or during fiscal year 2020, as well as their remuneration policy. At the 2021 Shareholders’ Meeting, the following resolutions will be submitted to a vote of the Shareholders: approval of the remuneration information related to ● Coprorate Officers for 2020; approval of the remuneration of Mr. Pierre Vareille, Chair of ● the Board, related to 2020; approval of the remuneration of Mr. Gonzalve Bich, Chief ● Executive Officer, related to 2020; approval of the remuneration of James DiPietro, Executive ● Vice President for the period from January 1 to June 30, 2020; approval of the remuneration policy for the Chair of the Board ● for fiscal year 2021; approval of the remuneration policy for Executive Corporate ● Officers for fiscal year 2021. approval of the remuneration policy for Directors; ● approval of the global envelope dedicated to Board fees. ●

AFEP-MEDEF Code of Corporate Governance. The Board of Directors ensures that these are also directly aligned with the Company’s global strategy and Shareholders’ interests to support the Company’s performance and competitiveness in the medium and the long term. It also considers the social and environmental issues related to the Company’s activity. Remuneration principles are aligned with the AFEP-MEDEF Code except those recommendations not applied, as stated in section 4.1.2.7 Summary table of the implementation of the AFEP-MEDEF Code. Corporate Officers and Directors Chair of the Board 4.2.1.1.1 The Chair of the Board is the only Non-Executive Corporate Officer of the Company. The remuneration policy for the Chair of the Board has a single component, fixed remuneration. It does not include any variable remuneration, long-term incentives, or any other element. The fixed remuneration of the Chair is set based on market practice. The fixed annual gross remuneration of the Chair of the Board is set at 300,000 euros. It is excluded from the Directors’ remuneration yearly envelope presented below. 4.2.1.1.2 At the Shareholders’ Meeting of May 20, 2020, Shareholders set the maximum amount of Directors’ remuneration due for the 2020 financial year at 500,000 euros, consistent with previous years. The distribution of this amount is allocated between the Directors based on role(s) and attendance. Total Directors’ remuneration paid to each Director is determined based on their specific role, including their membership to specific committees, and their participation in the meetings of the Board of Directors. The variable part of this remuneration is thus intended to represent the majority of their remuneration as Directors. Directors Remuneration Policy for Non-Executive 4.2.1.1

4.2.1

REMUNERATION POLICY FOR DIRECTORS AND CORPORATE OFFICERS OF SOCIÉTÉ BIC

The remuneration policy for corporate officers is determined by the Board of Directors upon the recommendation of the Remuneration Committee considering the principles and criteria defined in the

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• BIC GROUP - 2020 UNIVERSAL REGISTRATION DOCUMENT •

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