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2007 Interactive Registration Document - Renault

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04 THE<br />

CORPORATE GOVERNANCE<br />

BOARD OF DIRECTORS<br />

The mean age of incumbent directors is 60.5. Each director must own at<br />

least one registered share 13 . However, administrative regulations forbid the<br />

directors appointed by the French state from owning shares as government<br />

representatives.<br />

The directors are not related by family ties.<br />

To <strong>Renault</strong>’s knowledge, none of its directors or senior managers has been<br />

convicted of fraud in the past fi ve years. None of the directors has been involved<br />

as an executive in bankruptcy, receivership or liquidation proceedings in the<br />

past fi ve years, and none has been charged or sanctioned by a statutory or<br />

regulatory authority. None of the directors has been barred by a court from<br />

serving as a member of the board of directors or of the supervisory board of<br />

a securities issuer or from serving as a manager or offi cer of an issuer in the<br />

past fi ve years.<br />

To <strong>Renault</strong>’s knowledge, there are no confl icts of interest between the directors’<br />

private interests and their duties towards the C ompany.<br />

Expiration of terms of office<br />

CURRENT TERM EXPIRES DIRECTOR<br />

2008 Mr Audvard (1)<br />

Mr Barbier (1)<br />

Mrs Bréchignac<br />

Mr Champigneux (1)<br />

Mr de Combret<br />

Mr de Croisset<br />

2009 Mr Koeda<br />

Mrs de La Garanderie<br />

Mr Schweitzer<br />

Mr Stcherbatcheff (1)<br />

2010 Mr Ghosn<br />

Mr Ladreit de Lacharrière<br />

Mr Paye<br />

Mr Riboud<br />

Mr Saikawa<br />

2011 Mr Lagayette<br />

Mr Martre<br />

Mr Rioux<br />

(1) Directors elected by employees and the director-elected employee shareholders are appointed<br />

following election by the relevant college<br />

(13) Percentage of <strong>Renault</strong>’s capital held by the directors: 0.17%.<br />

4.1.1.2 THE BOARD OF DIRECTORS<br />

IN <strong>2007</strong><br />

The Board of Directors met seven times in <strong>2007</strong>.<br />

Meetings lasted an average of three hours. The attendance rate was 87%.<br />

The Board gave its opinion on all business placed on its agenda pursuant to<br />

the legal and regulatory requirements in force in France. On the main matters,<br />

the Board took the following action:<br />

ACCOUNTS AND BUDGET:<br />

n approved the Group’s consolidated fi nancial statements and the individual<br />

fi nancial statements of <strong>Renault</strong> SA and <strong>Renault</strong> s.a.s. for 2006, approved the<br />

consolidated fi nancial statements for fi rst-half <strong>2007</strong>, and set the dividend to<br />

be proposed to the Annual General Meeting (AGM);<br />

adopted the 2008 operating and investment budget.<br />

CORPORATE GOVERNANCE:<br />

n conducted a thorough self-assessment of its operating methods and decided<br />

on the defi nition of independent director;<br />

adopted the Chairman’s report on internal control procedures;<br />

adopted the Code of Good Conduct and the Rules of Compliance that provide<br />

for the position of Compliance Offi cer and endowed the C ompany with a<br />

professional warning system;<br />

reviewed the sponsorship activities of <strong>Renault</strong> and its subsidiaries;<br />

approved the plan for grants of stock options and bonus shares for 2008<br />

and for <strong>Renault</strong> Commitment 2009;<br />

analyzed and approved the answers to shareholders’ questions ahead of<br />

the AGM.<br />

GROUP STRATEGY:<br />

n discussed <strong>Renault</strong>’s strategic guidelines, in accordance with the internal<br />

regulations;<br />

approved the signing of an MOU on an industrial complex to be built near<br />

Tangiers;<br />

approved the signing of an MOU on a partnership with AvtoVAZ, Russia’s<br />

leading carmaker;<br />

reviewed progress on <strong>Renault</strong>’s facility in India.<br />

134 <strong>Registration</strong> <strong>Document</strong> <strong>Renault</strong> <strong>2007</strong><br />

Find out more at www.renault.com<br />

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