10.01.2014 Views

4.4 Legal risk - Scor

4.4 Legal risk - Scor

4.4 Legal risk - Scor

SHOW MORE
SHOW LESS

You also want an ePaper? Increase the reach of your titles

YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.

Moreover, the Chairman and Chief Executive Officer receives benefits in kind, of the following nature:<br />

(a) a health insurance policy under the terms of a contract dated 16 September 1988;<br />

(b) an “all causes” death or permanent disability insurance policy for Company Executives, dated 30 June 1993<br />

and<br />

(c) An death or permanent disability insurance for an accident, also and especially underwritten for the executives<br />

on the Group on 1 January 2006 It is specified that these collective insurances are renewed on an annual<br />

basis so that the Chairman and Chief Executive Officer will benefit from any policies that may replace the<br />

existing ones.<br />

Retirement<br />

Like all the Group’s Executive officers based in France and employed by the Group as at 30 June 2008, the Chairman<br />

and Chief Executive Officer benefits from pension coverage capped at 50% of the reference salary, provided he has<br />

been with the Group for a minimum of five years. The rights to this pension are vested progressively, based on seniority<br />

over a period of 5 to 9 years, on the basis of the average compensation received over the last five years with the Group.<br />

The right to a supplementary pension is only acquired under the condition notably that the beneficiary is a corporate<br />

officer or an employee of the Company when he claims his rights for the pension, according to the rules in force at that<br />

time.<br />

Powers of the corporate officers<br />

At its meeting on 18 April 2002 and in compliance with Article L. 225-51-1 of the French Commercial Code and Article<br />

16 of SCOR’s bylaws (“Executive Management”), the Board of Directors of the Company decided that the management<br />

of the Company will be carried out under his responsibility by the Chairman of the Board of Directors, with the title of<br />

Chairman and Chief Executive Officer, who may be assisted by a Deputy Chief Executive Officer.<br />

Denis Kessler joined the Group on 4 November 2002 with the goal to sort it out as it was facing a very difficult financial<br />

situation. The Board of Directors considered that, in order to achieve such mission, it was preferable to entrust the<br />

powers of Chairman and of Chief Executive Officer to Denis Kessler.<br />

No limitation on the powers of the Chairman and Chief Executive Officer, other than those stipulated by law, is included<br />

in the bylaws or any decision of the Board of Directors of the Company.<br />

General meetings of the Shareholders<br />

The modalities of the participation of the Shareholders to the General meetings and notably the main powers of the<br />

Shareholders’ General meetings, the description of the Shareholders’ rights as well as the modalities of the exercise of<br />

the voting rights are set forth by the Article 19 of the Company’s by-laws, an electronic version of which is available on<br />

SCOR’s web site (www.scor.com).<br />

Information required by Article L.225-100-3 of the French Commercial Code<br />

The information referred to in Article L.225-100-3 of the French Commercial Code is made public in the Annual<br />

Financial report which is included in this Registration Document (see Appendix E for the cross reference table to Annual<br />

Financial Report)<br />

374

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!