Board of directors

Mission

The Board of Directors is responsible for defining the company’s strategic objectives and its corporate plan. The board is responsible, vis-à-vis shareholders and third parties, for the management of the company.

Composition

The Board of Directors is chaired by Mr. Romain Bausch, assisted by two Vice Chairmen, Messrs. François Tesch and Jean-Paul Zens. The SES Board has 17 members, all of which are non-executive directors.

The current members of the Board of Directors are:

Independent members of the board

At least one third of the members of the board must be independent, i.e. not have a relationship of any kind with the company or management which might impact their judgment.

Staggered membership terms

Directors are elected for a three-year term.

The mandates of the following directors expire in 2017:

The mandates of the following directors expire in 2018:

The mandates of the following directors expire in 2019:

Board committees

The Remuneration Committee

The Remuneration Committee determines the remuneration of the members of the Executive Committee, and advises on the overall remuneration policies applied throughout the company. It reports to the board on a regular basis.

The Remuneration Committee is chaired by Conny Kullman. It is composed of six members:

The Audit and Risk Committee

The Audit and Risk Committee assists the board in carrying out its responsibilities in relation to corporate policies, internal control, risk monitoring, and financial and regulatory reporting practices. The committee has an oversight function and provides a link between the internal and external auditors and the board.

The Audit and Risk Committee is chaired by Marc Speeckaert. It is composed of six members:

The Nomination Committee

The role of the Nomination Committee is to propose candidates to be submitted for election as directors by the annual general meeting of shareholders. Such proposals are based on submissions from shareholders for a number of candidates at least equal to the number of posts to be filled for each class of shareholders. 12 board members are elected based on proposals from holders of class A shares, and six board members are elected based on proposals from holders of class B shares. The Nomination Committee also proposes candidates for Executive Committee membership for election by the board.

The Nomination Committee is chaired by Jean-Paul Zens. It is composed of six members: