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CORPORATE GOVERNANCE AND INTERNAL CONTROL
2.2 Organization and activities of the Board of Directors
64
Registration Document 2016 — Capgemini
Organization and activities of the Board of
2.2
Directors
BOARD OF DIRECTORS
(1)
ETHICS & GOVERNANCE
COMMITTEE
independent
75
%
Members
4
attendance
96
%
(3)
meetings
in 2016
6
independent
67
%
Members
6
attendance
100
%
meetings
in 2016
6
AUDIT & RISK COMMITEE
STRATEGY & INVESTMENT
COMMITTEE
independent
60
%
(2)
Members
6
attendance
100
%
meetings
in 2016
5
COMPENSATION
COMMITTEE
independent
100
%
(2)
Members
4
attendance
100
%
meetings
in 2016
3
15 members including :
◗
1
Lead Independent Director
◗
2
Directors representing employees
◗
1
Director representing employee
shareholders
◗
6
meetings in 2016,
with
93%
attendance and
2
executive sessions
(1)
As at December 31, 2016.
(2)
The two directors representing employees are not taken into account in calculating this percentage, in accordance with Article L.225-27 of the French Commercial Code.
(3)
Based on the current composition of the Ethics and Governance Committee, excluding Mr. Serge Kampf who passed away on March 15, 2016.