Lagardère SCA notes the resignation of Patrick Sayer as a Judge of the Paris Commercial Court and expresses surprise that Amber Capital has presented and maintained Patrick Sayer as an “independent” candidate to the Company’s Supervisory Board
Corporate & other activities, Finance
Paris, April 15, 2020
Lagardère SCA has noted the resignation of Patrick Sayer on 1 April 2020 as a Judge of the Paris Commercial Court and his recent statements to the effect that this resignation is linked to his wish to dedicate himself fully to the duties of the chairmanship of the Supervisory Board of Lagardère SCA.
On 24 March 2020, Amber Capital presented 15 proposed resolutions whose purpose is to replace virtually all of the members of the Supervisory Board of Lagardère SCA and appoint eight new “independent members”, including Patrick Sayer.
In the interests of transparency and full disclosure in the run-up to the Annual General Meeting of 5 May 2020, Lagardère SCA believes it important to provide the following clarifications.
Patrick Sayer’s resignation on 1 April 2020 occurred after Lagardère revealed to the Paris Commercial Court on 26 March 2020, repeated acts of personal interference by Patrick Sayer since November 2019 in the disputes between Lagardère and Amber Capital, despite these disputes being tried before the Paris Commercial Court of which he was a Judge. These acts have raised the question of whether Patrick Sayer has upheld the standards of professional ethical conduct incumbent upon him as a Judge of the Paris Commercial Court.
Lagardère considered it necessary to immediately inform the Paris Commercial Court of these facts further to the announcement of Patrick Sayer’s proposed candidature and his virulent public statements of 26 March 2020 against Lagardère that apparently confirmed his proximity to Amber Capital, which had not hitherto been public knowledge.
Lagardère SCA is surprised that, in these circumstances, Amber Capital nevertheless has considered it appropriate to include and maintain Patrick Sayer as one of the candidates presented to the Company’s Supervisory Board, while stating to the shareholders of Lagardère SCA that: “Each of the proposed candidates demonstrates total independence from Lagardère or Amber. These candidates have no connection with Lagardère or Amber and meet all the independence criteria of the Afep-Medef Code. This is an essential criterion because only a fresh and completely independent viewpoint will enable the Supervisory Board to fully fulfil its monitoring role.”
Created in 1992, Lagardère is an international group with operations in more than 40 countries worldwide. It employs over 30,000 people and generated revenue of €7,211 million in 2019.
In 2018, the Group launched its strategic refocusing around two priority divisions: Lagardère Publishing (Book and e-Publishing, Mobile and Board games) and Lagardère Travel Retail (Travel Essentials, Duty Free & Fashion, Foodservice).
The Group's operating assets also include Lagardère News and Lagardère Live Entertainment.
Lagardère shares are listed on Euronext Paris.
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