07.03.2014 Views

Ardagh Glass Finance plc - Irish Stock Exchange

Ardagh Glass Finance plc - Irish Stock Exchange

Ardagh Glass Finance plc - Irish Stock Exchange

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.

and is a member of the Luxembourg Bar. He is a director of companies within the Yeoman group of<br />

companies and a number of other companies and investment funds.<br />

Number and Election of Directors<br />

The number of directors of <strong>Ardagh</strong> <strong>Glass</strong> Group S.A. is not subject to any maximum. The holders<br />

of the shares have the right to elect the Board of Directors. The existing directors have the right to<br />

appoint persons to fill vacancies.<br />

Senior Management<br />

Brían J. Butterly (64) is a management accountant who joined the Group in 1978. He has held<br />

various senior management positions in <strong>Ardagh</strong>. He is Company Secretary for the Issuer and the<br />

Parent Guarantor.<br />

Reiner Brand (51) joined the Group as Sales Director for European Operations in 2007. Prior to<br />

joining the Group, he held a number of positions in sales and marketing with Rexam <strong>Glass</strong> and PLM.<br />

Johan Gorter (50) joined the Group as Director of Operational Excellence and Integration in 2007.<br />

In December 2009 he became Managing Director of European Operations for the Group. Prior to<br />

joining the Group he held a number of senior positions with Rexam <strong>Glass</strong> and PLM.<br />

David Wall (40) was appointed CEO of the <strong>Ardagh</strong> <strong>Glass</strong> Engineering Group in November 2008.<br />

David is a Chartered Accountant and was previously CEO of Allfinanz, an international software and<br />

services company which was sold to Munich Re in 2007.<br />

Management of Subsidiaries<br />

The oversight of the management of the business and affairs of <strong>Ardagh</strong> and its subsidiaries is<br />

undertaken by the Board of <strong>Ardagh</strong> <strong>Glass</strong> Group <strong>plc</strong>, which is comprised of Messrs. Coulson, Wall,<br />

Riordan, Dowling and Fry.<br />

Board Committees<br />

The board of directors of <strong>Ardagh</strong> <strong>Glass</strong> Group S.A. has established an Audit Committee and a<br />

Remuneration Committee to carry out certain functions as described below.<br />

Audit Committee<br />

The Audit Committee reviews the accounting principles, policies and practices adopted in the<br />

preparation of interim and annual financial statements discusses with our auditors the results and scope<br />

of the audit and reviews the scope and performance of internal control functions. The Audit<br />

Committee is comprised of Messrs. Coulson, Davies and Dowling.<br />

Remuneration Committee<br />

The Remuneration Committee determines the basic salaries, bonus payment parameters and other<br />

terms and conditions of executive directors and advises on the remuneration for senior management.<br />

The Remuneration Committee is comprised of Messrs. Coulson, Davies and Baertz. As with all<br />

employees, the objective is to ensure that individuals are rewarded relative to their responsibility,<br />

experience and value to the Group. In framing its remuneration policy, the Remuneration Committee is<br />

mindful of the need to ensure that, in a competitive environment, we attract, retain and motivate<br />

executives who can perform to the highest level of expectation.<br />

83

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

Saved successfully!

Ooh no, something went wrong!