PERNOD-RICARD - URD 2020-21
____ 2. CORPORATE GOVERNANCE COMPOSITION OF THE BOARD OF DIRECTORS
The composition of the Board of Directors is diversified and complementary. It is also fully in line with Pernod Ricard’s strategy. The expertise of Board members thus covers the following areas:
Finance, Audit & M&A
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General Management & Strategy
Corporate Governance & Compliance
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GLOBAL APPROACH ETHICS PROMOTION OF PERNOD RICARD'S VALUES
Innovation, Industry & Consumer Knowledge
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Digital & Technology
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CSR & RH
2.5.3
Selection process for candidates
2.5.4
Changes in the composition of the Board of Directors
as Independent Directors In accordance with the AFEP-MEDEF Code’s recommendations, the Nominations and Governance Committee has implemented a selection process for candidates for positions on the Board of Directors in the event of vacancy of any kind or new appointments. The Nominations and Governance Committee formalises the criteria for selecting new Directors with the aim of reaching a balanced representation and complementarity between the different profiles of the Board of Directors. Regarding the determination of the selection criteria, the Nominations and Governance Committee takes into account the Board of Directors’ diversity policy, not only in terms of expertise, but also in terms of independence, gender representation, nationality and seniority, as well as any specific expectations of the Board expressed during the evaluation of its functioning. Once the needs of the Board of Directors have been identified and the selection criteria formalised, the Nominations and Governance Committee, with the support of a firm specialised in the recruitment of Directors, draws up a list of potential candidates. The Committee then organises interviews with the shortlisted candidates to ascertain their level of skills, their independence, availability, motivation and commitment to the Group’s values. Following these interviews and after having reviewed the different profiles, the Nominations and Governance Committee makes its recommendations to the Board of Directors regarding the appointment of one or more candidates. The Board analyses the various profiles that have been submitted and present the appointment of the final candidates to the Shareholders’ Annual Meeting.
During FY21 The Shareholders’ Meeting of 27 November 2020 renewed the appointment of Mr Alexandre Ricard, Mr César Giron and Mr Wolfgang Colberg as Directors for a term of four years expiring at the end of the Shareholders’ Meeting to be held in 2024 to approve the financial statements for the previous financial year. In addition, at the same Shareholders’ Meeting, Ms Virginie Fauvel was appointed as a Director for a term of four years. Morever, Mr Gilles Samyn had informed the Board of Directors of his decision to resign from his position as Director at the close of the Shareholders’ Meeting of 27 November 2020. Finally, Ms Esther Berrozpe Galindo has submitted her resignation as Director of Pernod Ricard on 22 December 2020 to devote herself fully to the exercise of her new executive functions within a listed company. During FY22 As the terms of office of Ms Anne Lange, the Company Paul Ricard represented by Mr Paul-Charles Ricard and Veronica Vargas will expire at the close of the Shareholders’ Meeting held on 10 November 2021, it will be proposed that the Shareholders’ Meeting (4 th , 5 th and 6 th resolutions), in accordance with the recommendations of the Nominations and Governance Committee, renew their directorships for a four-year period expiring at the close of the Shareholders’ Meeting to be held in 2025 to approve the financial statements for the previous financial year.
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PERNOD RICARD UNIVERSAL REGISTRATION DOCUMENT 2020-2021
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