SOMFY // 2022 Annual Report

04 REPORT ON CORPORATE GOVERNANCE

COMPOSITION OF THE BOARD OF DIRECTORS

At 31 December 2022, as at the date of preparation of this report, the SOMFY SA Board of Directors consisted of 11 members, including two members representing employees:

Name

Position Age Nationality

Date appointed

Date term ends

Audit and Risk Commit tee

Appoint ment and Remune ration Committee

Strategy Commit tee

Sustainable Develop ment Committee

Jean Guillaume Despature

Chairman 45

French 2 June 2021 2025 AGM -

Member Chairman Member

Independent member*

Paule Cellard

67

French 2 June 2021 2025 AGM Member

Member

-

-

Anthony Stahl

Member 49

French 2 June 2021 2023 AGM -

- Member

-

Marie Bavarel-Despature

Member 42 French-Swiss 2 June 2021 2024 AGM -

-

-

Member

Sophie Desormière

Independent member* Independent member* Independent member* Independent member* Independent member* Member representing employees Member representing employees

56

French 2 June 2021 2025 AGM -

- Member

-

Florence Noblot

59

French 2 June 2021 2025 AGM -

-

-

Chair

Bertrand Parmentier

67

French 2 June 2021 2024 AGM Member Chairman Member

-

Vincent Léonard

60

French 1 June 2022 2026 AGM Chairman

-

-

Member

Grégoire Ferré

44

French 1 June 2022 2026 AGM -

- Member

-

Bénédicte Miesch

49

French 4 March 2022 3 March 2026

-

-

-

-

Wandrille Henrotte

27 September 2022

26 September 2026

45

French

-

-

-

-

* The independence of Board members is characterised by a lack of significant financial, contractual, family or close connections that could affect their independence of judgement. The criteria for assessing their independence are the following: to have neither been, during the last five years, nor currently be, either an employee or an executive corporate officer of the company or a Group company; to have neither had, during the last two years, nor currently have a significant business relationship with the company or its Group (as customer, supplier, competitor, provider, creditor, bank, etc.); neither to be a significant shareholder in the company nor to hold a significant percentage of its voting rights; not to have a close relationship or family connection with a corporate officer or a significant shareholder; and not to have been, during the last six years, a Statutory Auditor of the company. Independence is about the way an individual understands and handles their own responsibilities, and therefore a matter of personal ethics and loyalty to the company and other Board members. It is the Board’s responsibility to assess the position of each of its members using the above criteria.

INFORMATION REGARDING TERMS OF OFFICE AND DUTIES DURING THE FINANCIAL YEAR — TERMS OF OFFICE AND DUTIES OF MEMBERS OF GENERAL MANAGEMENT DURING THE FINANCIAL YEAR Pierre RIBEIRO - Chief Executive Officer – ● Director of Asian Capital International Limited, Sino Global International Holdings Limited, Sino Link Trading Limited, New Unity Limited, Hong Kong CTLT Trade Co. Limited, SOMFY Kabushiki Kaisha, FIGEST BV and PROMOFI BV, ●Director, Vice-Chairman and Chief Executive Officer of SOMFY ACTIVITÉS SA, ● Permanent Representative of SOMFY ACTIVITÉS SA, Manager of Somfybat, ● Member of the Board of Directors of BFT SpA, ● Director of DSG Coordination Center SA.

Valérie DIXMIER - Deputy Chief Executive Officer – ● No other terms of office.

The above terms of office are exercised within unlisted Group companies, unless otherwise indicated.

TERMS OF OFFICE AND DUTIES OF MEMBERS OF THE BOARD OF DIRECTORS DURING THE FINANCIAL YEAR Marie BAVAREL-DESPATURE - Member of the Board of Directors – ●Member of the Sustainable Development Committee of SOMFY SA, ● Member of the Supervisory Board of Damartex SA (company listed on Euronext Growth), ● Manager of FIDEP, ● Member of the Board of Trustees of the On Seniors’ Side Foundation (Damartex), ● Vice-Chair of the Équinoxe Foundation.

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SOMFY – ANNUAL REPORT 2022

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