Econocom - 2020 annual report

05 management report

corporate governance statement

The composition 5.5. and functioning of the administrative bodies and Committees COMPOSITION 5.5.1. OF THE BOARD OF DIRECTORS At 31 December 2020, the Board of Directors had nine members: Econocom International BV represented by Jean-Louis Bouchard (term of office expires at the May 2024 General Meeting) Rond Point het Fort 36-40, 2429 MK Nieuwegein (Netherlands) Chairman of the Board of Directors and Chief Executive Officer of Econocom group Robert Bouchard (term of office expires at the May 2021 General Meeting) 11 Boulevard Flandrin, 75116 Paris (France) Vice-Chairman of the Board of Directors of Econocom group and non-executive Director of Econocom group Bruno Grossi (term of office expires at the May 2023 General Meeting) 13 Rue Molitor, 75016 Paris (France) Non-executive Director of Econocom Group

Econocom group is informed that two shareholders outside the companies controlled by Jean-Louis Bouchard, crossed the 5% share-ownership threshold as at 31 December2020. They are Butler Industries Benelux (and indirectly WB Finance and Walter Butler) and the US companyFMR LLC (FIAM LLC, FMR Co., Inc. and Fidelity Institutional Asset Management Trust Company). There are no shareholders with special controlling rights. The ExtraordinaryGeneral Meeting of 19 May 2020 decided to implement a double voting right for registered shares held for more than two years. Accordingly, each Econocom group share gives its holder the right to cast a vote or, where applicable two votes at General Meetings. Article 10 of the Company’s Bylaws provides that the exercise of the voting rights and other rights attached to shares held in co-ownership or in which the usufruct and the bare ownership have been separated, or which are pledged, shall be suspended until such time as a sole representativehas been appointed to exercise the rights attached to the shares in question. Treasury shares (4.43%) and shares held by the Belgian Caisse des Dépôts et Consignations (0.49% belonging to bearer shareholders who did not come forward when the Belgian Stock Market converted to electronic shares) also have no voting rights. There are no other particular legal or statutory restrictions with respect to votingrights. Similarly, with the exception of the provisions limiting purchases and sales by Econocom group of its treasury shares, the Company’s Bylaws do not impose any restrictionson the transferof its shares.

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2020 annual report