2011 Annual report - touax group

IV. Other resolutions submitted to
the shareholders
➜ Renewal of the terms of office of the members
of the Supervisory Board (7 th to 12 th resolutions)
and setting of the attendance fees (6 th resolution)
The Supervisory Board currently has six members. They are
elected for one year, i.e. until the Ordinary General Meeting
called to approve the financial statements for the fiscal year
to December 31, 2011.
You are asked to renew the terms of office of the following six
members for a period of one year, i.e. until the General Meeting
called to approve the financial statements for fiscal year 2012:
- Mr Alexandre WALEWSKI,
- Mr Jean-Jacques OGIER,
- Mr Jérôme BETHBEZE,
- Mr François SOULET de BRUGIERE,
- AQUASOURCA represented by Mrs Sophie DEFFOREY-CREPET,
- Mrs Sophie SERVATY.
In addition to the information contained in the report of the
Chairman of the Supervisory Board, you will find below a
presentation of the six members, whose terms of office you
are asked to renew:
Mr Alexandre WALEWSKI - Renewal
• Company offices and commencement dates: director in 1977
(term of office expired on July 28, 2005),
• Chief Executive Officer from July 1977 to December 1997,
• Member of the Supervisory Board since June 30, 2005,
• Chairman of the Supervisory Board since 2005,
• Member of the Audit Committee,
• Age: 78,
• French citizen,
• Non-independent member.
Alexandre WALEWSKI was Chairman of the Group for 20 years.
He directly owned 532,792 TOUAX SCA shares on December
31, 2011.
Mr Jérôme BETHBEZE - Renewal
• Company offices and commencement dates: director in 2004
(term of office expired on July 28, 2005),
• Member of the Supervisory Board since June 30, 2005,
• Member of the Audit Committee,
• Age: 50,
• French citizen,
• Independent member.
Jérôme BETHBEZE has been Chairman of the Board of Directors
and a member of the Supervisory Board of Quilvest Gestion Privée,
a management company belonging to Quilvest Banque Privée,
itself a subsidiary of Quilvest, a group specialized in asset
management.
Other corporate offices held: CEO of Quilvest Family Office,
member of the French Society of Financial Analysts (SFAF)
Jerôme Bethbeze held 350 shares in TOUAX SCA at December
31, 2011.
Mr Jean-Jacques OGIER - Renewal
• Company offices and commencement dates: Member of the
Supervisory Board since June 10, 2009,
• Age: 65,
• French citizen,
• Independent member.
Jean-Jacques OGIER was appointed as a member of the
Supervisory Board to represent SALVEPAR at the Combined
General Meeting of June 29, 2007, and then in his own right at
the Combined General Meeting of June 10, 2009.
Jean-Jacques OGIER was CEO of SG Réseau France and then
CEO of SG in the USA.
He held 250 TOUAX SCA shares on December 31, 2011.
Mr François SOULET DE BRUGIERE - Renewal
• Company offices and commencement dates: Member of the
Supervisory Board since June 18, 2008,
• Age: 58,
• French citizen,
• Independent member.
Other corporate offices held: Vice-Chairman of the Supervisory
Board of the Dunkerque Major Sea Port; Director of the La
Rochelle Business School group, and President of the French
Ports Association (UPF).
François Soulet de Brugière held 412 shares in TOUAX SCA at
December 31, 2011.
AQUASOURCA represented by Sophie DEFFOREY-CREPET -
Renewal
• Company offices and commencement dates: Member of the
Supervisory Board since June 18, 2008,
• Age: 57,
• French citizen,
• Independent member.
Sophie Defforey-Crepet worked for almost ten years in advertising
at the communications agency RSCG, before joining TLM and
then Valon. In 1998 she set up Aquasourca.
Other terms of office of Sophie Defforey-Crepet: Chairwoman
of AQUASOURCA and director of GL Events and Chapoutier.
AQUASOURCA held 87,425 shares in TOUAX SCA at December
31, 2011.
Mrs Sophie SERVATY - Renewal
• Company offices and commencement dates: Member of the
Supervisory Board since June 10, 2010,
• Age: 39,
Reports of the Managing Partners 123