4.2.3. The Compensation Committee
The Board has set up a Compensation Committee whose composition, role, mission and functioning are described among other in its internal rules, which form an Appendix to the Charter.
A majority of the members of this Committee have independent director status within the meaning of the law. The Compensation Committee has the expertise necessary to perform its mission.
The Chairman of the Executive Committee is invited to meetings, except for matters that concern him personally.
The Secretary of this committee is Mr. Michel Defourny.
The meetings are prepared by the Group General Manager Human Resources, who attends the meetings.
This committee met twice in 2016. Attendance by the members of the Compensation Committee was very high (100%).
The Compensation Committee fulfills the mission imposed on it by law. In particular, it advises the Board of Directors on Compensation policy and compensation levels for members of the Board of Directors and the Executive Committee, and is informed every year about the compensation of General Management. It also gives its opinion to the Board of Directors and/or Executive Committee on the Group’s principal compensation policies (including long-term incentive plans). It also prepares the report on compensation.