122 / 330
WWW.SAINT-GOBAIN.COM
6
CORPORATE GOVERNANCE
1. Composition and operation of the Board of Directors
122
SAINT-GOBAIN
- REGISTRATION DOCUMENT 2016
Name
Age Independent
(1)
Other offices
(4)
ARC
(5)
NRGC
(6)
SCSRC
(7)
Years of seniority
Pierre-André de Chalendar
58
No
1
(M)
(8)
11
Alain Destrain
60
No
(2)
0
2
Jean-Martin Folz
70
No
1
(C)
(9)
16
Bernard Gautier
57
No
1
(M)
9
Iêda Gomes Yell
60
Yes
2
1
Anne-Marie Idrac
65
Yes
2
(M)
6
Pamela Knapp
59
Yes
3
(M)
4
Pascal Laï
54
No
(2)
0
(M)
2
Agnès Lemarchand
62
Yes
2
(M)
4
Frédéric Lemoine
51
No
2
(M)
(M)
8
Jacques Pestre
60
No
(3)
0
6
Olivia Qiu
50
Yes
1
(M)
6
Denis Ranque
65
No
1
14
Gilles Schnepp
58
No
1
8
Jean-Dominique Senard
64
Yes
1
(C)
5
Philippe Varin
64
Yes
1
(C)
4
Number of meetings
Board: 10
ARC: 4
NRGC: 4
SCSRC: 7
Attendance rate
92%
94%
85%
100%
According to the criteria expressed by Recommendation 8.5 of the AFEP-MEDEF Code: (i) not be or not have been during the preceding five years an employee or
(1)
executive Director of Compagnie de Saint-Gobain nor an employee, executive Director or non-executive Director of a company that Compagnie de Saint-Gobain
consolidates, (ii) not hold cross-directorship in the meaning of Recommendation 8.5.2 of the AFEP-MEDEF Code, (iii) not have significant business relationships with
the Saint-Gobain Group, (iv) not have close family ties with a Director of Compagnie de Saint-Gobain, (v) not have been a Statutory Auditor of Compagnie
de Saint-Gobain during the preceding five years and (vi) not have been a Director of Compagnie de Saint-Gobain for more than twelve years, it being specified that
the forfeiture of the position as independent Director occurs at twelve years.
Employee Director, appointed pursuant to the law, not included in the calculation of director independence and gender parity ratios on the Board of Directors, in
(2)
compliance with the recommendations of the AFEP-MEDEF Code.
Director representing employee shareholders, appointed pursuant to the law, not included in the calculation of director independence and gender parity ratios on
(3)
the Board of Directors, in compliance with the recommendations of the AFEP-MEDEF Code.
Held within listed companies (excluding Compagnie de Saint-Gobain).
(4)
Audit and Risk Committee.
(5)
Nomination, Remuneration and Governance Committee.
(6)
Strategy and Corporate Social Responsibility Committee.
(7)
Member of a Committee.
(8)
Chairman of a Committee.
(9)