Compagnie des Alpes // 2021 Universal Registration Document

3 REPORT ON CORPORATE GOVERNANCE

Composition of administrative and management bodies

Members of the Board of Directors who resigned during the financial year (19 November 2020)

SERGE BERGAMELLI MAIN POSITION: GENERAL CONTROLLER OF CAISSE DES DÉPÔTS ET CONSIGNATIONS BUSINESS ADDRESS: 72 AVENUE PIERRE MENDES FRANCE – 75013 PARIS

Serge Bergamelli holds a DEA in contemporary history. He started his career as Deputy Director of school sports within the French Ministry of Education (1984-1986). He subsequently became a history teacher in a secondary school in Vincennes (1987-1988), before becoming Head of the international relations office of the Sports Department in the French Ministry of Education, Youth and Sports (1988-1992). He subsequently became head of the Sports Department’s Federal Affairs Department within the same Ministry (1990-1991). Having held the position of Technical Advisor to the Ministry of Youth and Sports (1991-1992), and then Deputy Chief of Staff to the Secretary of State for Integration (1992-1993), he was appointed School Inspector and Regional Educational Inspector in 1993. Serge Bergamelli was Site Manager for the French Organising Committee for the 1998 Football World Cup (1995-1998). He then became a partner/Vice-President at Ernst & Young Conseil/Cap Gémini France (1998-2000). He subsequently joined the Caisse des Dépôts et Consignations group, where he served as Acting Director, and then Director of the Digital Development Department within the Department of Decentralised Funding (2000-2009). He then became Regional Director, Midi-Pyrénées, at CDC (2009-2011) before being appointed Director General of the Regional Centre for Distance Learning (CNED) (2011-2015). He was appointed administrateur civil (high-ranking civil servant) in 2011. Having served as Deputy-Manager of investments and local development (2015-2017) and then Deputy-Manager of the Investment Department of Banque des Territoires (CDC) (2017-2018), Serge Bergamelli has been Auditor General of CDC since November 2018.

Director and member of the Audit and Finance Committee until 19 November 2020 Born on 22 January 1956 A French national

3.1.2 EXECUTIVE MANAGEMENT

During financial year 2020/2021, the Company wanted to change its governance under the following conditions: 3.1.2.1 Changes in governance (a) Separation of the duties of the Chairman of the Board of Directors and the Chief Executive Officer The Company wished to separate the functions of Chairman of the Board of Directors and Chief Executive Officer. As the term of office of Chairman and Chief Executive Officer of Mr. Dominique Marcel expires, this separation is part of the succession plan and aims to ensure stability in the management of the Company while allowing a gradual managerial transition in the best interest of the Company and given the context of the health crisis. In view of the separation of the duties of Chairman of the Board of Directors and Chief Executive Officer of Compagnie des Alpes, the General Meeting of 25 March 2021 decided, on the proposal of the Board of Directors, to renew the term of office as Director of Dominique Marcel. In line with its decision of 28 January 2021, the Board of Directors, which met on 25 March 2021, decided to renew the term of office as Chairman and Chief Executive Officer of Mr Dominique Marcel for an interim period until 31 May 2021 and, on the proposal of the Chairman and Chief Executive Officer, to appoint Mr Dominique Thillaud as Deputy Chief Executive Officer for this interim period. The Board of Directors meeting of 31 May 2021 noted the effective separation of the duties of Chairman of the Board of Directors and Chief Executive Officer of Compagnie des Alpes and decided to appoint, with effect from 1 June 2021, Mr Dominique Marcel as Chairman of the Board of Directors, Mr Dominique Thillaud as Chief Executive Officer and Mr Loïc Bonhoure as Deputy Chief Executive Officer.

(b) Powers The Chairman of the Board of Directors has not been assigned any specific duties within the Group beyond those provided for by law. The Chairman of the Board of Directors, the Chief Executive Officer and the Deputy Chief Executive Officer exercise their powers in accordance with the Company’s Corporate Governance Charter. The provisions applicable to the Chief Executive Officer can be transferred to the Deputy Chief Executive Officer. The Chief Executive Officer and the Deputy Chief Executive Officer are vested with the most extensive powers to act on behalf of the Company in all circumstances. They exercise these powers within the limits of the corporate purpose and subject to the powers expressly granted by law to Shareholders ’Meetings and the Board of Directors. They represent the Company in all their relations with third parties. In application of the Company’s Corporate Governance Charter, the Board of Directors at its meeting of 31 May 2021 decided that the Deputy Chief Executive Officer should have the same powers as the Chief Executive Officer: l with the exception of the special authorisations and delegations granted to the latter by the Board of Directors with regard to the granting of sureties, endorsements and guarantees, and with regard to the recognition of capital increases; l with the exception of the decisions referred to in Articles II.2.4 (vii) and II.2.4 (viii) of the Corporate Governance Charter in its version of 31 May 2021; l up to a ceiling of €5 million for all commitment and expenditure decisions referred to in Articles II.2.4 (ii) to (v) of said Charter; l up to a ceiling of €50 million for the expenses referred to in Article II.2.3 (vi) of said Charter; l with the exception of decisions relating to the appointment, compensation and termination of office of Deputy Chief Executive Officers.

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Compagnie des Alpes I 2021 Universal registration document

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