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KLÉPIERRE – NOTICE OF MEETING – GENERAL MEETING OF APRIL 19, 2016
18
Presentation of resolutions
FIFTHRESOLUTION
Renewal of the term of office as a member of the
Supervisory Board of Mrs. Rose-Marie Van Lerberghe
Pursuant to the quorum and majority requirements applicable to ordinary
general meetings of shareholders, the general meeting of shareholders, noting
that the term of office as a member of the Supervisory Board of Mrs. Rose-
Marie Van Lerberghe expires today, renews it 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.
Mrs. Rose-Marie Van Lerberghe has indicated that she accepted the renewal
of her term of office and that she did not exercise any function and was not
subject to any measure liable to prohibit her from exercising it.
SIXTHRESOLUTION
Renewal of the term of office as a member of the
Supervisory Board of Mr. Bertrand de Feydeau
Pursuant to the quorum and majority requirements applicable to ordinary
general meetings of shareholders, the general meeting of shareholders, noting
that the term of office as a member of the Supervisory Board of Mr. Bertrand
de Feydeau expires on today’s date, renews it for a period of one year expiring
at the end of the ordinary general meeting of shareholders convened in 2017
to approve the financial statements for the 2016 fiscal year.
Mr. Bertrand de Feydeau has indicated that he accepted the renewal of his
termof office and that he did not exercise any function and was not subject to
any measure liable to prohibit him from exercising it.
SEVENTHRESOLUTION
Appointment of Mrs. Béatrice de Clermont-Tonnerre as a
member of the Supervisory Board
Pursuant to the quorum and majority requirements applicable to ordinary
general meetings of shareholders, the general meeting of shareholders
appoints Mrs. Béatrice de Clermont-Tonnerre, as a member of the
Supervisory Board to replace Mr. Bertrand Jacquillat, whose term of office
expires on today’s date, 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 2018 fiscal year.
Mrs. Rose-Marie Van Lerberghe has indicated that she accepted the
appointment and that she did not exercise any function and was not subject
to any measure liable to prohibit her from exercising it.
EIGTHRESOLUTION
Ratification of the co-optation of Mrs. Florence Von Erb
as a member of the Supervisory Board
Pursuant to the quorum and majority requirements applicable to ordinary
general meetings of shareholders, the general meeting of shareholders
ratifies the co-optation of Mrs. Florence Von Erb as a member of the
Supervisory Board, which took place at the Supervisory Board meeting of
February 17, 2016 to replace Mrs. Dominique Aubernon, who resigned, for
the remainder of her term,
i.e.
, until the general meeting of shareholders
convened in 2017 to approve the financial statements for the fiscal year ending
on December 31, 2016.
Consultation on the items of compensation payable or allocated to the members of the Executive Board in respect of
fiscal year 2015
Explanation
SinceitsredesignofJune2013,theAFEP-MEDEFCodehasinvitedlistedcompaniestoconsultshareholdersregardingtheitemsofcompensation
of themembers of the Executive Board in respect of the fiscal year ended. In this regard, the AFEP-MEDEFCode recommends that a resolution
on the Chairman of the Executive Board (Ninth Resolution) and one on the other members of the Executive Board (Tenth Resolution) be
submitted for shareholder approval. This vote should be on the recommended amount or valuation of the items of compensation payable or
allocated during themost recent fiscal year ended, not on the compensation policy for the current fiscal year.
Resolutions 9 and 10