Registration Document - Pernod Ricard
Registration Document - Pernod Ricard
Registration Document - Pernod Ricard
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Mr. Patrick <strong>Ricard</strong>, Chairman of the Board<br />
of Directors (as of 5 November 2008)<br />
During the 5 November 2008 meeting of the Board of Directors at<br />
which Mr. <strong>Ricard</strong> was elected Chairman, the D irectors took a close look<br />
at the specific role played by the Chairman of the Board of Directors.<br />
The Chairman’s specific functions were defined: the Chairman calls,<br />
organises and directs the work of the Board of Directors and gives an<br />
account of its work to the Shareholders’ Meeting, which he chairs.<br />
The Chairman shares with the other members of the Board of<br />
Directors the legal responsibilities incumbent on this body. As<br />
Chairman, Mr. <strong>Ricard</strong> is responsible for the smooth running of the<br />
Board of Directors and the special committees, and compliance with<br />
governance rules.<br />
In addition, given the wealth of experience and recognition Mr. <strong>Ricard</strong><br />
built up during the course of his career, he will continue to represent<br />
and promote the Group’s values and image in his position as Chairman<br />
of the Board of Directors. While he will not have the power to commit<br />
the Group, as he no longer has an executive position, Mr. <strong>Ricard</strong> will<br />
contribute to its growth by means of the contacts and links he has<br />
forged with leading players in the economy. In particular, Mr. <strong>Ricard</strong>,<br />
MANAGEMENT REPORT 3<br />
Human resources<br />
who has sought to promote and develop responsible attitudes towards<br />
alcohol, is personally involved in the following organisations:<br />
◆ Institut de Recherches Scientifiques sur les Boissons (IREB);<br />
Entreprise & Prévention;<br />
I REFERENCE DOCUMENT 2008/2009 I PERNOD RICARD 49<br />
◆<br />
◆<br />
European Forum for Responsible Drinking (EFRD).<br />
On the basis of these elements, the Board of Directors therefore<br />
decided to award its Chairman:<br />
◆ fixed annual compensation of €850,000, in accordance with the<br />
importance of the position held, as described above;<br />
◆ no D irectors’ fees;<br />
◆ no variable compensation;<br />
◆<br />
no stock options or free shares.<br />
The Board of Directors, in agreement with the Committee, felt that a<br />
N on-E xecutive D irector should not be bound by any variable financial<br />
interest in the Group he chairs, in order to allow him to retain his full<br />
integrity and to carry out his role in a truly independent manner.<br />
The following table summarises the compensation paid to Mr. Patrick <strong>Ricard</strong> in his capacity as Chairman of the Board of Directors<br />
(as of 5 November 2008):<br />
In euro<br />
2007/2008 2008/2009<br />
Amounts d ue Amounts p aid Amounts d ue Amounts p aid<br />
Fixed compensation Not applicable in 2007/2008 554,866 554,866<br />
Variable compensation No variable compensation<br />
Special bonus<br />
Directors’ fees<br />
or D irectors’ fees planned<br />
Benefits in kind (1) Benefits in kind (company car) kept<br />
TOTAL 554,866 554,866<br />
(1) Benefit in kind: company car.<br />
The following table summarises the compensation, stock options and shares allocated to Mr. Patrick <strong>Ricard</strong> in his capacity as Chairman of the<br />
Board of Directors (as of 5 November 2008):<br />
In euro 2007/2008 2008/2009<br />
Compensation due for the year N.A. 554,866<br />
Valuation of stock options attributed during the year None attributed<br />
Valuation of performance-based shares attributed during the year None attributed<br />
TOTAL N.A. 554,866
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