Structures of Corporate Governance
THE BOARD
The board of directors of Compagnie la Lucette (the « Board ») has currently five members, as follows:
- Mr Francis Berthomier,
- Mr Pascal Duhamel,
- Mr Robert Falls,
- Mr Stéphane Theuriau, Chairman & CEO,
- MSREF Turque Sarl, permanently represented by Mr Adrien Blanc.
The audit committee
The Audit Committee was created by the Board on 19 December 2006 and its role is to provide assistance to the Board in relation to examining and drawing up the annual and half-yearly accounts for the Company and its subsidiaries (together, the "Group").
To do this, it has the power to examine the annual and half-yearly financial statements for the Company and the Group and the associated reports before they are submitted to the Board, to interview particular employees as well as the statutory auditors and any outside experts at its own discretion.
The Audit Committee may also examine and formulate an opinion on the candidates for statutory auditors as well as all the relations they have with the Company and/or the Group and on the requested fees.
More generally, the Audit Committee has the power to ensure that the Company and/or the Group have the appropriate means to prevent risks and irregularities in the management of the Company's and Group's affairs.
The members of the Audit Committee are Messrs Adrien Blanc, permanent representative of a corporate Board member, Éric Pinon, CFO, and Francis Berthomier, a Board member deemed independent by the Board, although this status does not meet the criteria for independent Board member generally accepted in corporate governance. Mr Francis Berthomier is also Chairman of the Audit Committee.
the investment committee
The role of the Investment Committee, instituted by a Board decision dated 19 December 2006, is:
- to examine the investment and divestment strategy and to ensure consistency in planned acquisitions and divestments with this strategy;
- to give a non-binding favourable or unfavourable opinion on any project submitted to it;
- if necessary, to present a report to the Board on any investment project submitted to it, which it has examined and for which the Investment Committee has issued an opinion, whatever the opinion is.
The Investment Committee is made up of five members appointed for an indefinite period by the Board.
The members of the Investment Committee are Messrs Stéphane Theuriau, Chairman & CEO, and also Chairman of the Investment Committee, Adrien Blanc, permanent representative of a corporate board Member, Pascal Duhamel, director, Thomas Guyot, director of Acquisitions at one of the Company's subsidiaries, Éric Pinon, CFO.
