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SUPERVISORY BOARD

The Supervisory Board is appointed by the shareholders. Its main duties are:

  • ensuring the ongoing supervision of the Company; and
  • verifying that the Company has the resources to assess and monitor its risk exposure, and more generally to guard against risks to the extent possible.

To fulfil its duties, the Supervisory Board meets regularly (in 2018, it held six meetings) to review the financial position and operations of the Company and its subsidiaries, the annual and interim financial statements and the broad outlook for each of the business activities. The Board is also informed of the work undertaken by its committees.

An independent Board with a staggered and flexible appointment process

The board is composed of twelve independent members.
Approximately one-quarter of Board members are replaced or re-appointed each year, for a maximum term of four years.

A competent Supervisory Board with combined expertise encompassing the Group's main businesses

The Supervisory Board has always been committed to ensuring that its members are chosen first and foremost based on their expertise and experience (managerial, financial, strategic and legal) as well as their professional ethics, so as to be able to respond appropriately and comprehensively in the performance of its supervisory duties.

Consequently, the Board comprises members with varied and complementary professional backgrounds and expertise, enabling them to discharge their duties while complying with best corporate governance practices (independence, diversity, etc.). The Chairman, Xavier de Sarrau, a lawyer specialising in governance issues, is an independent Board member.

Members of the Supervisory Board

Supervisory Board

Standing committees to help prepare and organise the Board's work

Two committees have been set up to prepare and organise the Board's work:

Audit Committee

The Audit Committee carries out preparatory work for Board meetings, particularly reviewing the financial statements and verifying the reliability and understandability of the information provided to shareholders and to the markets, as well as monitoring the effectiveness of the internal control systems and risk management procedures.

All of the Audit Committee members have expertise in finance or accounting, and are independent members. The Audit Committee has five members and is chaired by Xavier de Sarrau. Its operation complies with the applicable standards and regulations. Most Audit Committee meetings take place a few days in advance of Supervisory Board meetings, to ensure that they are efficiently prepared.

Appointments, Remuneration and Governance Committee

The Appointments, Remuneration and Governance Committee also carries out preparatory work for the Board, but on matters dealing with its membership - including identifying and selecting Board candidates - remuneration, governance and sustainable development / CSR.

Under its oversight, the Appointments, Remuneration and Governance Committee is supported by an independent recruitment firm to identify and select candidates for appointment to the Supervisory Board, as well as by an external consultant to conduct formal assessments of the Board every three years.

It comprises four members, all of whom are independent, and is chaired by François David.

Compliance with the Afep-Medef Corporate Governance Code

Lagardère SCA's Supervisory Board is committed to meeting French corporate governance best practices in the form of the recommendations of the Afep-Medef Corporate Governance Code, which the Company has decided to adopt.

This is illustrated by:

  • the Supervisory Board's pronounced independence;
  • the existence of Board committees to efficiently prepare its work; 
  • the annual self-assessment of the Board, and an external assessment every three years; 
  • the maximum term of office of four years; 
  • remuneration of Board members based on attendance at meetings; and 
  • at least one Board meeting each year that is not attended by the Managing Partners.

Supervisory Board key figures 1

100%

94%

46%

Percentage
of independent
members
on the Board
Average
attendance
rate at Board
meetings
Percentage
of women
on the Board


 1 Data for fiscal year 2018. 

Supervisory Board

List of members of the Supervisory Board as of 10 May 2019

    Date of first appointment
or re-appointment
End of current
term of office
Chairman of the Board
Chairman of the Audit Committee

Xavier de Sarrau

3 May 2018 2022 OGM(*)
Member of the Board
Member of the Audit Committee

Nathalie Andrieux

3 May 2016

2020 OGM(*)
Member of the Board

Jamal Benomar


10 May 2019  
2023 OGM(*)
Member of the Board Martine Chêne


4 May 2017

2020 OGM(*)
Member of the Board
Member of the Audit Committee
Chairman of the Appointments,
Remuneration and Governance
Committee

François David

4 May 2017

2020 OGM(*)
Member of the Board Yves Guillemot


3 May 2018 2022 OGM(*)
Member of the Board
Member of the Appointments,
Remuneration and Governance
Committee

Soumia Belaidi Malinbaum
4 May 2017 2021 OGM(*)
Member of the Board
Member of the Appointments,
Remuneration and Governance
Committee

Hélène Molinari 3 May 2016 2020 OGM(*)
Member of the Board
Member of the Appointments,
Remuneration and Governance
Committee

Gilles Petit
10 May 2019
2023 OGM(*)
Member of the Board
Member of the Audit Committee

Aline Sylla-Walbaum

4 May 2017 2021 OGM(*)

Member of the Board

 

Susan M. Tolson

10 May 2019 2023 OGM(*)

Member of the Board
Member of the Audit Committee

Patrick Valroff

3 May 2018

2022 OGM(*)
Secretary

Laure Rivière-Doumenc


 

 


(*) The Ordinary General Meeting to be held in the year indicated to approve the financial statements for the previous year.

Press releases

2019/11/08

Monthly information relating to the total number of voting rights and shares making up the share capital

2019/11/07

Third-quarter 2019 revenue

Arnaud Lagardère Editorial

"We achieved our objectives in 2018, delivering revenue and recurring EBIT in line with our forecasts, as in previous years. ..."
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The group's activities

The Lagardère group is a global leader in content publishing, production, broadcasting and distribution, whose powerful brands leverage its virtual and physical networks to attract and enjoy qualified audiences.
The Group's business model relies on creating a lasting and exclusive relationship between the content it offers and its customers.
It is structured around four business divisions.

 

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Financial information

The group's financial results, stock price, latest news, the calendar of upcoming events... Access all financial information related to Lagardère.