2007 Interactive Registration Document - Renault
2007 Interactive Registration Document - Renault
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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< TABLE OF CONTENTS ><br />
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