7
Executive Committee members,
of whom 3 are women

44%
Gender balance
of the Board of Directors

44%
Percentage of independent directors on the Board of Directors

Our decision-making bodies

The Executive Committee

This committee comprises both the Operational and Support Departments. It determines the Group’s strategic direction, approves the budget and objectives for the various businesses, and makes decisions on issues relating to strategy, CSR, operational activities, human resources, financial results, safety and the business environment.

A genuine forum for discussion and decision-making, the Executive Committee is also a body that can be consulted on certain operational issues requiring the approval of all its members.

Christel Bories
Chair and CEO
Nicolas Carré
Chief Financial Officer in charge of Procurement and IT
Anne-Marie Le Maignan
Executive Vice-President Human Resources, Health and Security
Charles NOUEL
Chief Operating Officer
Guillaume Vercaemer
Group General Counsel
Virginie de Chassey
Chief Sustainability and External Affairs Officer
Geoff Streeton
Chief Development Officer, in charge of Strategy, Innovation and Business Development

The Board of Directors

The Board of Directors determines the Group’s business strategy and reviews and approves all decisions relating to the Group’s major strategic priorities.

In accordance with the decision of its Board of Directors on December 9, 2008, Eramet complies with the AFEP/MEDEF corporate governance code for listed companies. Eramet’s Board of Directors has elected to adopt a traditional management structure, with a Chair and CEO who is responsible for the overall running of the Group, as well as chairing the Board of Directors. In accordance with the company’s bylaws, “no decision relating to the major strategic, economic, financial or technological policies of the company may be taken without prior deliberation by the Board”.

In accordance with the Shareholders’ Agreement of March 16, 2012, as updated, the Board of Directors is composed as follows:

  • eight directors nominated by the SORAME-CEIR consortium including at least three independent directors;
  • five directors nominated by APE including at least two independent directors;
  • two directors nominated by STCPI (Société territoriale calédonienne de participation industrielle / Nouvelle-Calédonie);
  • one director nominated by mutual agreement by SORAME-CEIR and APE;
  • one director to chair the Board of Directors.

In addition, in accordance with Article L. 22-10-7 of the French Commercial Code, two directors representing employees are also appointed, bringing the total number of directors to 19.

In addition to the Chair and CEO, the Board of Directors currently comprises the following 18 members:

In addition, a non-voting employee representative appointed by Eramet S.A.’s Social and Economic Committee also sits on the Board.

* Since May 23, 2017

The Board of Directors is supported in its work by four Committees

Audit, Risks & Ethics Committee

The six-member Audit, Risk & Ethics Committee is responsible for overseeing:

  • the process of preparing economic and financial information;
  • the effectiveness of internal control and risk management systems;
  • the statutory audit of the company’s annual and, where applicable, consolidated financial statements;
  • the management of conflicts of interest through the identification and application of regulated agreements and agreements with related parties;
  • the independence of the statutory auditors.

In terms of ethics and compliance, it is responsible for supervising and monitoring the implementation of the company’s policies, and ensuring that appropriate procedures are in place.

The current membership of this Committee is as follows:

  • Christine Coignard (independent director);
  • François Corbin (independent director), Lead Director;
  • Jérôme Duval;
  • Miriam Maes (independent director)—Committee Chair;
  • Arnaud Soirat (independent director);
  • Romain Valenty.

Compensation & Governance Committee

Its missions are as follows:

  • to examine and make proposals to the Board of Directors on all forms of remuneration for executive directors;
  • ensure that the company complies with its obligations in terms of compensation transparency;
  • formulate proposals on the principles for determining and allocating directors’ fees to individual directors on an annual basis;
  • formulate proposals concerning shareholding programs for the benefit of certain categories of staff or all staff (including any form of share-based or share-linked compensation).

With regard to corporate governance, the Committee :

reviews, on behalf of the Board, developments in corporate governance practices, and the functioning and missions of the Board and its Committees;
prepares and implements the annual assessment of the functioning of the Board and its Committees;
proposes to the Board the criteria for qualifying a director as independent.

The current membership of this Committee is as follows:

  • Mr. François CORBIN (independent director) – Lead director ;
  • Ms Nathalie de LA FOURNIERE ;
  • Mr Ghislain LESCUYER (independent director) – Committee Chairman ;
  • Mrs Miriam MAES (independent director) ;
  • Mr Franck PECQUEUX (director representing employees) ;
  • Mr Romain VALENTY.

Appointment Committee

Composed of four members, it is in charge of the process for nominating new directors for appointment to the Board:

  • when reviewing nominations for the appointment of new directors, it ensures that there are no legal incompatibilities or conflicts of interest;
  • when reviewing nominations for the appointment of new independent directors, it examines the extent to which potential candidates meet the conditions of competence, knowledge, experience and availability required for the position, and satisfy the independence criteria recommended by the Compensation and Governance Committee.

The Committee also ensures that a succession plan exists—drawn up under the supervision of the Group’s CEO—in respect of the Group’s senior directors. With regard to the replacement of corporate executive officers, including in the event of an unforeseen vacancy, it must be in a position to make recommendations to the Board of Directors on possible candidates.
Lastly, it submits recommendations to the Board of Directors regarding the membership of the Board’s specialist committees.

The current membership of this Committee is as follows:

  • Christine Coignard (independent director);
  • Nathalie de la Fournière;
  • Ghislain Lescuyer (independent director) – Committee Chair (also Chair of the Compensation and Governance Committee);
  • Romain Valenty.

CSR & Strategy Committee

Composed of a maximum of ten members, it is responsible for the following:

  • with regard to CSR, it assists the Board, and more specifically ensures that the Group’s corporate strategy complies with the CSR principles to which it is committed, and that management carries out an analysis of internal and external factors related to CSR issues (risks and opportunities) that have an impact on the Group, examines and monitors the progress of the Group’s CSR roadmap, ensures that the Vigilance Plan is implemented in accordance with legal requirements, takes note of the main findings and observations made by the independent third-party body in connection with CSR regulations, evaluates them and reviews management’s action plans;
  • with regard to strategy, it assists the Board of Directors in determining the strategic direction of the Group’s activities, and, more specifically, it examines the following items before the Board is consulted: the medium-term plan, all major projects linked to the Group’s development and strategic positioning, and in particular strategic partnership proposals and any acquisition or equity investment, divestment or partnership initiatives that could have a significant impact on, or involve major commitments for, the Group.

The current membership of this Committee is as follows:

  • Christel Bories (Chair and CEO);
  • Emeric Burin des Roziers (independent director);
  • Christine Coignard (independent director);
  • Jérôme Duval;
  • Jean-Yves Gilet; Nathalie de la Fournière; Manoelle Lepoutre—Committee Chair; Nicolas Noel (director representing employees); Jean-Yves Gilet;
  • Nathalie de la Fournière;
  • Manoelle Lepoutre—Committee Chair;
  • Nicolas Noel (director representing employees);
  • Arnaud Soirat (independent director);
  • Romain Valenty.

See more

Ethics and compliance

Defending the Group’s values and protecting its activities

Human Rights

Protecting and promoting human rights, one of the Group’s core values

Charter & policies

Maintaining and strengthening the Group’s business integrity in everything that it does, wherever it operates