Supervisory Board proposes Board of Directors Structure for Air Liquide

13-Dec-2005

At its meeting on 8th December 2005, the Supervisory Board reviewed Air Liquide's organization structure, and considering the application of the age limits provided for in the company bylaws for the Chairman of the Supervisory Board, has decided to propose to the Annual General Shareholders Meeting on 10th May 2006, to return to the traditional Board of Directors structure. The Supervisory Board, in agreement with the Management Board, will submit to a shareholder vote, the necessary changes to the relevant bylaws, the nomination of the present members of the Supervisory Board for the remainder of their existing mandates, together with the nomination of Benoît Potier to the Board. It will also be proposed to the Board of Directors to appoint Benoît Potier, as Chairman and Chief Executive Officer.

The organization structure, approved by the shareholders in November 2001, was proposed in order to ensure the transition to a younger management team and the continuity of our strategic objectives. It was based on a separation of responsibility, with a Management Board and a Supervisory Board, considered at that point in time the most appropriate.

This transition occurred, consistent with the principles of preparing for the future and for top management succession, implemented successively by Edouard de Royere and Alain Joly, in the interest of the company and its shareholders. The results delivered both in terms of business development and of management by the current team demonstrate that this transition has fulfilled its objectives.

The current proposal to return to a Board of Directors structure is consistent with the traditions of Air Liquide and supports the close relationship between management and the shareholders. Should this proposal be approved, this evolution will fully respect the rules of good corporate governance, to which Air Liquide has always vigilantly adhered. The principles of respecting shareholders' rights, ensuring the competence and independence of its Board members, and the clarity in its delegation of authority existing in the current structure will of course be maintained under the proposed organization.

https://www.chemeurope.com/en/news/50819/supervisory-board-proposes-board-of-directors-structure-for-air-liquide.html