Plastic Omnium // 2022 Notice of Meeting

CORPORATE GOVERNANCE

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Once a year, the Board devotes an item of its agenda to an assessment of its functioning in order to: improve its efficiency; j ascertain that important questions are properly prepared and j debated by the Board; measure the actual contribution of each member to the Board’s j work. On 11 December 2020 the Appointments Committee initiated a formal assessment of the Board of Directors with the aid of an outside consultant. This formal assessment was conducted during the course of the first quarter of 2021. All the members of the Board of Directors were audited anonymously. The Board of Directors was apprised of the findings of the formal assessment and the attendant action plan on 19 October 2021. It shows that: chairmanship of the Board of Directors is conducted with j competence and expertise ;

the pace and length of Board and Committee meetings are j satisfactory; the information is comprehensive and detailed; j the agendas of Board meetings are appropriate to the economic j climate and cover all topics; the directors do not believe it necessary to appoint an expert j director; close attention is paid to situations of conflicts of interest and the j rules in force are duly observed; directors representing employees appreciate the training they are j offered. Areas for improvement include: the continued involvement of the Board of Directors in matters of corporate social responsibility (CSR). The remit of the Appointments Committee extended in December 2021 to include CSR is part of this area for improvement. Furthermore, since summer 2021 the digitalization of Board and Committee documents put at the disposal of directors on an electronic platform has helped improve the functioning of the Board.

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COMPENSATION POLICY FOR DIRECTORS AND THE CENSOR

Upon a proposal from the Board of Directors, the General Meeting of Shareholders sets the budget amount for the annual compensation of corporate officers for their work on the Board of Directors and the committees, to be distributed to each corporate officer.

On the recommendation of the Compensation Committee, the Board of Directors approved the rules for distributing this annual budget according to an individual compensation distribution system based on attendance by directors and the censor at meetings of the Board of Directors and those of its committees, in accordance with Article 21.1 of the AFEP-MEDEF Code.

The allocation rules are as follows:

Board of Directors

Per Board meeting

Chairman of the Board

€5,000

Director and censor

€2,500

Specialized committees

Per meeting of each committee

Chairperson

€4,000

Member

€3,000

The balance is shared between the corporate officers based on their attendance at Board of Directors' meetings and those of each committee.

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PLASTIC OMNIUM Notice of meeting 2022

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