Financial Report and Registration Document 2010 - Groupe Seb

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2 ORGANIZATION CORPORATE GOVERNANCE AND OPERATION OF THE BOARD OF DIRECTORS EVALUATION OF THE BOARD OF DIRECTORS For the seventh time, the Board of Directors evaluated its operation in 2010. The evaluation was based on a detailed questionnaire given to each Board member. This questionnaire was subdivided into seven sections: preparation of the Board; operation of the Board; committees; remuneration of Board members; makeup of the Board; keeping Board members informed; governance. The Board of Directors considered that overall, the Board’s operation was very satisfactory, as most of the improvements proposed during the previous evaluations had been implemented. Board members are particularly satisfi ed with the quality and quantity of information provided to them to carry out their task; they appreciate the introduction in 2006 of a special site for directors which featured an upload of all the documents they require. The suggestions made by the Board members include the wish to be able to meet not only the Executive Committee officers which has been the case for several years now but also the Directors of Support Functions. DIRECTORS’ CHARTER AND INTERNAL REGULATIONS OF THE BOARD OF DIRECTORS In 2003, the Board of Directors defi ned a Directors’ Charter and its Internal Rules, compiled in a single document. conflicts of interest, access to information, confidentiality, objective analysis, and vigilance with regard to the regulations governing privileged information. DIRECTORS’ CHARTER This Charter was drawn up to ensure that Board members have a clear understanding of their roles, rights and duties. The main points of the Charter cover: respect for and defence of the interests of the Company, regular attendance at meetings, attention to possible INTERNAL REGULATIONS The Internal Regulations cover the makeup and functioning of the Board, the role and mission of the Board and its committees and Board member remuneration policy. KEEPING BOARD MEMBERS INFORMED When a new member is appointed to the Board, he or she is given a dossier containing comprehensive information on the Group and its working context. This includes the Company bylaws, the Directors’ Charter and Internal Regulations, a draft agenda of each meeting of the Board and its committees, data on its factories and marketing facilities, human resources policy, a breakdown of employees by continent and by subsidiary company, brand strategy, information on competition, and a review of our main clients. Also, each Board member periodically receives data concerning monthly sales fi gures and results, press reviews, minutes of the meetings of the Board of Directors and of the Audit and Nominations and Remuneration Committees, as well as the results of studies published by financial analysts concerning the Group. In 2006, a documentary database for SEB directors was made available via a secure link on the Internet. This database contains an upload of all the above documents and any other information that may be useful to the directors for completing their task. 44 FINANCIAL REPORT AND REGISTRATION DOCUMENT 2010 GROUPE SEB
2 CORPORATE GOVERNANCE GROUP MANAGEMENT BODIES GROUP MANAGEMENT BODIES GROUP EXECUTIVE COMMITTEE Thierry de La Tour d’Artaise Jean-Pierre Lac Stéphane Laflèche Bertrand Neuschwander Harry Touret Frédéric Verwaerde Chairman & CEO Senior Executive Vice-president, Finance Senior Executive Vice-president, Industrial Operations Senior Executive Vice-president, Activities Senior Executive Vice-president, Human Resources Senior Executive Vice-president, Continental Structures 2 CONTINENTAL GENERAL MANAGEMENT Luc Gaudemard Volker Lixfeld Patrick Llobregat Gérard Salommez Fernando Soares President, Western Europe President, North America President, Eastern Hemisphere President, France, Dom Tom and Belgium President, South America STRATEGIC BUSINESS AREAS (SBAS) MANAGEMENT Cyril Buxtorf Philippe Crevoisier Christian Ringuet President, Home care & Personal care President, Kitchen Electrics President, Cookware OTHER GENERAL MANAGERS Patrick Le Corre Jean-Christophe Simon President, Strategy President, Innovation The Group Executive Committee defines and implements overall Group strategy. It meets twice a month to defi ne consolidated goals, monitor strategic plans, decide on priorities and allocate the resources needed for Strategic Business Areas, Continental General Management and Other General Managers. The Group Management Board comprises the members of the Group Executive Committee, the Presidents of the Strategic Business Areas and Continental Structures, the President in charge of Strategy and the President in charge of Innovation. It meets on average every two months to monitor the Group’s performance and results, and if necessary, to adjust its commercial or industrial strategy. A forum for exchanging views and reflection, the Group Management Board plays a supervisory role and ensures the proper overall functioning of Groupe SEB. GROUPE SEB FINANCIAL REPORT AND REGISTRATION DOCUMENT 2010 45
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Page 3 and 4: GROUP PROFILE AND KEY FIGURES 2010
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COMPANY FINANCIAL STATEMENTS 4 COMP
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4 COMPANY FINANCIAL STATEMENTS BALA
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4 COMPANY FINANCIAL STATEMENTS REPO
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4 COMPANY FINANCIAL STATEMENTS NOTE
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4 COMPANY FINANCIAL STATEMENTS AUDI
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ANNUAL GENERAL MEETING 5 ANNUAL GEN
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5 ANNUAL GENERAL MEETING REPORT OF
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5 ANNUAL GENERAL MEETING AUDITORS
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ADDITIONAL INFORMATION 6 ADDITIONAL
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6 ADDITIONAL INFORMATION GENERAL IN
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6 ADDITIONAL INFORMATION SHARE CAPI
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6 ADDITIONAL INFORMATION SHARE CAPI
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6 ADDITIONAL INFORMATION FINANCIAL
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6 ADDITIONAL INFORMATION EMPLOYEE S
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6 ADDITIONAL INFORMATION EMPLOYEE S
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6 ADDITIONAL INFORMATION STOCK MARK
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NOTES GROUPE SEB FINANCIAL REPORT A
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FINANCIAL AGENDA 2011 26 APRIL AFTE
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Financial Report and Registration Document 2010 - Groupe Seb

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