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86 2014 Registration Document
Corporate governance
3
Executive Management
3.3
Executive Management
Mr Georges Plassat has been the Company’s Chairman and Chief
Executive Officer since May 23, 2012.
By its decision of June 21, 2011, the Board of Directors consolidated the
duties of Chairman and Chief Executive Officer. The Board’s decision to
consolidate the duties of Chairman of the Board of Directors and Chief
Executive Officer is designed to simplify the decision-making process and
enhance the efficiency and responsiveness of the Company’s governance.
At its meeting on February 8, 2015, on a proposal by the Chief Executive
and after recommendation by the Chairman of the Appointments
Committee, the Board of Directors appointed two Deputy Executive
Officers: Pierre-Jean Sivignon, Chief Financial Officer, and Jérôme Bédier,
General Secretary.
Chairman and Chief Executive Officer power’s limits
By virtue of the Board of Directors’ by-laws, the Chief Executive Officer
could not carry out the following transactions or actions in the name and
on behalf of the Company without the Board of Director’s prior consent:
■
investment and disposal transactions envisaged by the Group,
in particular acquisitions and disposals of assets or holdings,
subscriptions to any issues of shares, proprietary interests or bonds
and entering into partnerships and joint-venture agreements as well
as any transaction likely to affect the Group’s strategy of an amount
in excess of €250 million per investment or disposal on behalf of
the Group, it being specified that the Chairman and Chief Executive
Officer may not have sole decision-making power for more than two
successive transactions of an individual amount less than or equal to
€250 million per fiscal year;
■
financial transactions, regardless of their conditions, of an amount in
excess of €2 billion, the Chairman and Chief Executive Officer being
accountable to the Board for transactions below this amount;
■
direct establishment of overseas sites by forming a company, a direct or
indirect subsidiary, or by acquiring an interest, or deciding to withdraw
from these sites;
■
any merger, spin-off or asset transfer for net asset transfer values in
excess of €250 million, excluding any internal restructuring;
■
the total or partial sale of non-financial assets not valued on the
balance sheet, including brands and customer data and in particular
the Carrefour brand and customer files;
■
in the event of a dispute, any settlement or compromise in an amount
greater than €100 million per case.