16 / 34
KLÉPIERRE – NOTICE OF MEETING – GENERAL MEETING OF APRIL 19, 2016
16
Presentation of resolutions
Terms of office of members of the Supervisory Board
Explanation
The general meeting of shareholders is asked to:
●
renew the termof office as amember of the Supervisory Board of Mrs. Rose-Marie Van Lerberghe for a termof three years;
●
renew the termof office as amember of the Supervisory Board of Mr. Bertrand de Feydeau for a termof one year;
●
appoint Mrs. Béatrice de Clermont-Tonnerre as amember of the Supervisory Board for a termof three years; and
●
ratify the co-optation of Mrs. Florence Von Erb as amember of the Supervisory Board, to replaceMrs. Dominique Aubernon, who resigned,
for the remainder of her term,
i.e.
, until the generalmeetingof shareholders convened in 2017 to approve thefinancial statements for thefiscal
year ending onDecember 31, 2016.
1. Members of the Supervisory Board
The members of the Supervisory Board of Klépierre have various areas of expertise that enhance the quality of the Board’s discussions on the
decisions that it is required tomake.
The Supervisory Board currently consists of the tenth followingmembers:
Mainposition
Age
Dateoffirst
appointment
Expirationofterm
David Simon
Chairman of the Board and Chief Executive Officer of Simon Property Group,
Inc.
54
2012
2018
John Anthony Carrafiell
Co-founder and Managing partner of GreenOak Real Estate
50
2014 with effect from
January 15, 2015
2018
Jeroen Drost
Chief Executive Officer of NPMCapital NV
54
2014 with effect from
January 15, 2015
2018
Bertrand de Feydeau
Chairman of the Board of Directors of Foncière Développement Logements
67
1998
2016
Steven Fivel
Assistant General Counsel and Assistant Corporate Secretary of Simon
Property Group, Inc.
55
2012
2018
Bertrand Jacquillat
Professor Emeritus at the
Institut d’Études Politiques de Paris
71
2001
2016
Stanley Shashoua
Senior Vice President of International Development of Simon Property Group,
Inc.
45
2015
2017
Catherine Simoni
Former Chief Executive Officer of Carlyle France
51
2012
2017
Rose-Marie Van Lerberghe
Chairman of the Board of Directors of
Fondation Institut Pasteur
69
2012
2016
Florence Von Erb
Representative of Afammer (NGO) at the United Nations
56
2016
2017
The biographies of themembers of the Supervisory Board can be found on page 8 of this notice of meeting brochure.
2. Proposed appointments/renewals of term/co-optation
Appointment of Mrs. Béatrice de Clermont-Tonnerre
You are asked to appointMrs. Béatrice deClermont-Tonnerre to replaceMr. Bertrand Jacquillat for a period of three years expiring at the endof
theordinary generalmeetingof shareholders convened in 2019 toapprove thefinancial statements for the 2018fiscal year (SeventhResolution).
Béatrice de Clermont-Tonnerre – Business address: 26, boulevard des Capucines, 75009 Paris
Career
Béatrice de Clermont-Tonnerre has beenDirector Southern Europe, Partner Business Solutions at Google sincemid-2013. Before that, she was Director of Development at
Lagardère Group (2008-2013). At Groupe Canal Plus (2001-2005), she was Director of Interactive Television and Assistant Director of Programs at Canalsatellite. She began her
career as a journalist at Radio France International Latin America and Europe 1 before joining the Lagardère Strategy Department in 1995 as an analyst inHigh Technologies
beforemoving on to theMedia Department in 1998.
43 years old – graduate of the
Institut d’Études Politiques
of Paris (Public Service Section) and the
École Supérieure des Sciences Économiques et Commerciales
(MBA) - French nationality.
Current appointments as per December 31, 2015
Director of Hurriyet (listed company)
Appointments expired during the last five years
Director of LaCie
Mrs. Beatrice de Clermont-Tonnerre will be contributing her knowledge of the business and the digital world to the Board.
She is considered to be independent according to the criteria of the AFEP-MEDEF Code of Corporate Governance.
Renewal of termof Mrs. Rose-Marie Van Lerberghe
You are asked to renew the term of Mrs. Rose-Marie Van Lerberghe as a member of the Supervisory Board for a period of three years expiring
at the end of the ordinary general meeting of shareholders convened in 2019 to approve the financial statements for the fiscal year 2018
(Fifth Resolution).
Resolutions 5, 6,7 and 8