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B U S I N E S S A N D S U S T A I N A B L E D E V E L O P M E N T R E P O R T 2010 BOARD Of DIRECTORS 7 MEETINGS IN 2010 WITH 90% ATTENDANCE CLEAR OPERATING PRINCIPLES Representative of all the shareholders, the Board of Directors determines Group strategy and makes decisions about Group management structures and takeovers. It also carries out any audits or verifications, as appropriate. The Board of Directors comprises 15 members elected for four years, with terms of office renewed on a rotating basis. Four of these are independent Directors, in compliance with AFEP-MEDEF corporate governance rules. It operates specialist sub-committees to assist it in specific areas. Each committee reports to the Board on the results of its studies and preparatory work in its specialist area. THIERRY DE LA TOUR D’ARTAISE Member of the Founder group, aged 56. Chairman and Chief Executive Officer of SEB SA. 119,479 shares held. 1 - TRISTAN BOITEUX Member of the Founder group, member of FÉDÉRACTIVE, aged 48. 102,625 shares held (of which 99,610 bare-owner shares). 2 - DAMARYS BRAIDA Member of the Founder group, member of VENELLE INVESTISSEMENT, aged 43. 187,194 shares held (of which 173,243 bare-owner shares). 3 - NORBERT DENTRESSANGLE Independent Director, aged 56. 4,950 shares held. 4 - FÉDÉRACTIVE Shareholder investment company, represented by its Chairman, Pascal Girardot, aged 55. Member of the Founder group. 10,225,760 shares held (of which 10,225,757 usufruct shares). 5 - HUBERT FÈVRE* Member of the Founder group, member of FÉDÉRACTIVE, aged 46. 543,280 shares held (of which 533,380 bare-owner shares). 6 - FFP – SOCIÉTÉ FONCIÈRE, FINANCIÈRE ET DE PARTICIPATIONS A holding company listed on the Paris stock exchange and majority-held by the Peugeot family group, represented by Christian Peugeot, aged 57. 2,521,522 shares held. 7 - JACQUES GAIRARD* Member of the Founder group, member of VENELLE INVESTISSEMENT, aged 71. Chairman and Chief Executive Officer of SEB SA from 1990 to 2000. 100,650 shares held. 1 2 3 4 5 6 7
G O V E R N A N C E 04 - 05 ACTIVE COMMITTEES THE AUDIT COMMITTEE informs the Board on the identification, evaluation and handling of the main risks to which the Group is exposed. In particular, it ensures the suitability of the methods used for drawing up the accounts, advises and makes recommendations to the Board as relevant, and participates in the appointment of statutory auditors. It met four times in 2010, with 82% attendance. 4 MEMBERS: Philippe Lenain, Chairman, Norbert Dentressangle, Hubert Fèvre representing FÉDÉRACTIVE, and Jérôme Wittlin representing VENELLE INVESTISSEMENT. THE NOMINATIONS AND REMUNERATION COMMITTEE reports to the Board on its work, makes recommendations on the composition of the Board, the terms of office of members and the organization and structure of the Group. It also makes proposals to the Board on policy for the remuneration of company officers, and on stock option plans. It met four times in 2010, with full attendance. 4 MEMBERS: Jean-Noël Labroue, Chairman, Philippe Lenain, Pascal Girardot representing FÉDÉRACTIVE, and Olivier Roclore representing VENELLE INVESTISSEMENT. 8 9 10 11 12 13 14 8 - JEAN-NOËL LABROUE Independent Director, aged 63. 800 shares held. 9 - PHILIPPE LENAIN Independent Director, aged 74. 1,650 shares held. 10 - CÉDRIC LESCURE* Member of the Founder group, member of FÉDÉRACTIVE, aged 43. 529,039 shares held (of which 511,258 bare-owner shares). 11 - FRÉDÉRIC LESCURE Member of the Founder group, member of FÉDÉRACTIVE, aged 50. 46,148 shares held (of which 39,464 bare-owner shares). 12 - JEAN-DOMINIQUE SENARD Independent Director, aged 58. 2,000 shares held. 13 - VENELLE INVESTISSEMENT A family company formed in 1997, represented by Olivier Roclore, aged 56, member of the Founder group. 7,461,243 shares held (of which 7,443,341 usufruct shares). 14 - JÉRÔME WITTLIN Member of the Founder group, member of VENELLE INVESTISSEMENT, aged 51. 6,338 shares held (of which 330 bare-owner shares). At 31 December 2010, Board members held 43.75% of capital and 57.51% of voting rights. *Renewal proposed at the AGM of 17 May 2011.
Page 1 and 2: BEYOND LIMITS B U S I N E S S A N D
Page 3 and 4: B U S I N E S S A N D S U S T A I N
Page 5 and 6: 1 Chairman’s message A BUSINESS M
Page 7: C H A I R M A N ’ S M E S S A G E
Page 11 and 12: G O V E R N A N C E 06 - 07 THE GRO
Page 13 and 14: G R O U P E S E B I N F I G U R E S
Page 25 and 26: TRANSfORMATION G R O U P E S E B I
Page 27 and 28: O P E R A T I O N S 22-23
Page 29 and 30: O P E R A T I O N S 24-25 T R E N D
Page 31 and 32: O P E R A T I O N S 26-27 B R A N D
Page 33 and 34: O P E R A T I O N S 28-29 20 EMBLEM
Page 39 and 40: O P E R A T I O N S 34-35 THERMO-SP
Page 43 and 44: O P E R A T I O N S 38-39 PRESENT I
Page 45 and 46: O P E R A T I O N S 40-41 I N T E R
Page 55 and 56: E X P E R T I S E 50-51
Page 57 and 58: E X P E R T I S E 52-53 WORKING IN
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E X P E R T I S E 54-55 OUTSOURCING
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E X P E R T I S E 56-57 O P E R AT
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E X P E R T I S E 58-59 O P E R AT
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E X P E R T I S E 60-61 H U M A N R
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S U S T A I N A B L E D E V E L O P
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E X P E R T I S E 70-71 E T H I C S
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ACKNOWLEDGMENTS This document was p
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