Plastic Omnium // 2022 Notice of Meeting
CORPORATE GOVERNANCE
4.7
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ACTIVITY OF THE BOARD OF DIRECTORS
Board of Directors
6 MEETINGS OF THE BOARD OF DIRECTORS AND ONE EXECUTIVE SESSION
97 % ATTENDANCE RATE
38 % INDEPENDENT
During 2021, the Board of Directors met six times. The Attendance rate at Board meetings was 97%. Attendance rate at the meetings of the committees of the Board of Directors was 100%. The average individual attendance rate for Board of Directors’ and Committee meetings for 2021 is shown, for each director, in section 3.1.2.1. The agenda of the Board of Directors is drawn up by the Chairman of the Board of Directors in consultation with the Chief Executive Officer. The Board is regularly informed of the work of the various committees by their Chairman and takes its decisions based on their recommendations In 2021, the Board primarily focused on the following topics: The Group’s strategic orientation and follow-up of its activities definition of the new strategic plan; j operational implementation of strategic orientations in the field of j hydrogen mobility and definition of the scope of the Group’s new division Plastic Omnium New Energies; research and innovation; j the impact on Group strategy of meeting environmental, social and j governance criteria; the Group’s digital ambition and its contribution to implementation j of the strategic plan; review of various questions concerning the Group’s industrial j activities; monitoring the impact of the health crisis (Covid-19) on the Group’s j business and measures taken to contend with them socially, operationally and financially; the impact of the shortage of semiconductors and measures taken j to contend with it; integration of the Group’s sustainable development commitments in j the light of issues specific to its activities and objectives. Investments and sales of assets monitoring acquisitions, their integration into the Group, synergies j developed, fulfilment of the business plan and the process of creating value for the Plastic Omnium Group;
briefings on the progress of ongoing projects. j Finance, audit and risks year-end closing of individual and consolidated financial accounts, j the proposed appropriation of profit or treatment of loss and draft press releases; sign-off of management planning documents; j sign-off of the budget and the medium-term business plan; j analysis of the Group’s annual risks review; j renewal of annual authorizations granted to the Chief Executive j Officer to issue bonds and collateral security, sureties and guarantees; analysis of financial studies and the ratings of analysts; j impairment of assets in 2021; j standard agreements entered into in the financial year or in prior j periods that continued to be fulfilled in the financial year; regulated agreements entered into and approved in the financial j year or in prior periods that continued to be fulfilled in the last financial year, or that had not yet been fulfilled at the time of the analysis; the reclassification or downgrading of any standard or regulated j agreements with related parties, as appropriate, in the light of qualification criteria laid down by law, legal precedents and the professional bodies, used by the Group. Governance, appointments and compensation packages the good conduct of Group governance; j assessment of its own functioning and evolution; j adoption of the charter on the identification and assessment of j regulated and unregulated agreements; shareholdings of the directors and changes in compensation rules; j compensation package of executive corporate officers and the j bonus shares allotment plan; preparation of the Combined Shareholders’ Meeting; j the process of selecting statutory auditors with a view to appointing j the replacement of firm Mazars, whose engagement will expire at the close of the General Meeting of Shareholders convened in April 2022.
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PLASTIC OMNIUM Notice of meeting 2022
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