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Principles of company governance

Governance is conducted according to various regulations and charters that apply to the company’s articles, the procedures of the board of directors and the responsibilities and compensation of corporate officers.

Principles of Governance

Applicable Articles and Regulations

SUEZ

French limited company with capital of €2 485 450 316
433 466 570 R.C.S. NANTERRE
Headquarter: Tour CB21, 16 place de l’Iris,
92040 PARIS LA DEFENSE CEDEX

Internal regulations and director’s charter

The Board of Directors has drawn up internal regulations specifying the workings of the company’s board of directors. With a view to establishing proper governance, the meeting of the board of directors on February 7th 2012 also adopted a director’s charter, appended to the internal regulations. It lays down the conditions to applying to the accomplishment of the directors’ missions (contribution to the board and committees, directors’ rights and resources, rules of confidentiality, independence, ethics and integrity).

The range of the Chief Executive Officer

Jean-Louis Chaussade is the CEO. He has the broadest powers to act in the company’s name under all circumstances. He exercises his strength within the scope of the corporate purpose and according to: 
  • the powers expressly granted to shareholder meetings and the board of directors by law,
  • In this respect, article 4 of the internal regulations, amended by the board of directors meeting on July 28th 2015, defines the limits of the powers of the CEO.

Adoption of the AFEP-MEDEF corporate officers’ compensation recommendations

The meeting of the SUEZ board of directors on October 28th2008 took note of the AFEP-MEDEF recommendations of October 6th 2008 on the compensation of corporate officers of listed companies.
 
The suggestions were fully adopted, which contributed to sound corporate governance. The board of directors renewed its adoption of the AFEP-MEDEF code, as published in June 2013.

Since it was floated on the stock exchange in July 2008, we have intended to apply the best practices of listed companies, and the AFEP-MEDEF recommendation is in perfect keeping with the policy of transparency that SUEZ is implementing.

In compliance with the law passed on July 3rd 2008, transposing the community directive of June 14th 2006, SUEZ refers to the AFEP-MEDEF code in the preparation of its annual reports.

Compensation of the Chief Executive Officer

The  compensation of the CEO is in line  with the recommendations of the AFEP-MEDEF code of company governance, as revised in June 2013. The components of the compensation of the CEO, Jean-Louis Chaussade, as settled upon by the board of directors, acting on a proposal by the compensation committee, are contained in the documents below. 
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