Based on a proposal of the Nominating, Compensation and Corporate Governance committee, Arkema’s Board of Directors, at its meeting on 24 February 2021, decided to ask the shareholders, at the Annual General Meeting to be held on 20 May 2021, and as a replacement for Thierry Morin, Marc Pandraud and Yannick Assouad, whose terms of office are due to terminate, to approve the following:
Appointment of Thierry Pilenko as an independent director for a four-year term
The appointment of Thierry Pilenko will enable the Board of Directors to benefit from his experience as Chairman and Chief Executive Officer of listed companies, as a top-level energy industry executive in a highly international environment (Europe, Africa, the Middle East, Asia and North America), as well as from his extensive experience in technologies and new materials, as well as talent management.
After carefully considering the experience and independence of Thierry Pilenko[1], and subject to his appointment by the Annual General Meeting, the Board of Directors decided to appoint Thierry Pilenko as a member of the Nominating, Compensation and Corporate Governance committee, where he will replace Thierry Morin as its Chairman.
Thierry Pilenko, born in 1957, is a graduate of the École Nationale Supérieure de Géologie in Nancy, France, and of the Institut Français du Pétrole (IFPEN). He is a management consultant and holds several directorships in international energy companies.
Thierry Pilenko began his career in 1984 as a geological engineer with Schlumberger. During the 20 years he spent with this company, he held various management positions, including in Italy, Gabon, Nigeria, Dubai, Indonesia and the United States. In 2004, he was appointed Chief Executive Officer of Veritas DGC, a geophysical services company based in Houston (which subsequently became CGG Veritas), before becoming Chairman and CEO of Technip SA in 2007, and Executive Chairman of TechnipFMC between 2017 and 2019. He was a member of the Supervisory Board of Peugeot (PSA) between 2012 and 2014, a director of CGG between 2007 and 2010, of Hercules Offshore between 2006 and 2015, and of Valaris between 2015 and 2017. He has been a US resident, based in Houston, for over 15 years.
[1] In accordance with the recommendations of the AFEP-MEDEF Code.
Appointment of Bpifrance as an independent director for a four-year term
The appointment of Bpifrance, representing the Lac 1 fund, which acquired a stake in Arkema in 2020, will enable the Board of Directors to benefit from its in-depth knowledge of Arkema’s key markets, technological and environmental transition, as well as expertise in the governance of listed companies. In accordance with the AFEP-MEDEF Code, the Board considered that the percentage of Arkema’s capital owned by Lac 1, which is less than 10%, did not disqualify Bpifrance from acting as an independent director.
Subject to its appointment by the Annual General Meeting, the Board of Directors has decided to appoint Bpifrance as a member of the newly created Innovation and Sustainable Growth committee.
Bpifrance assists businesses - at every stage of their development - providing loans, guarantees and equity. Bpifrance supports them in their innovation and international expansion projects. Bpifrance now also provides export insurance services with a wide range of products. In addition, consulting, academic, networking and acceleration programs for start-ups, SMEs and mid-caps are also part of its services to entrepreneurs. Thanks to Bpifrance and its 50 regional offices, entrepreneurs benefit from a local, single and efficient point of contact to help them meet their challenges effectively.
Lac1 acquires long-term stakes in French listed multinationals and plays an active role in their governance. The Lac1 fund has an investment capacity of €4.2 billion after its first round of funding alongside Bpifrance, involving around thirty subscribers, amongst which French and international institutional investors, large corporations and family offices. Lac1 is managed by Bpifrance Investissement, and draws on Bpifrance’s position within its ecosystem, its knowledge of technological and environmental transitions, as well as its expertise in the governance of listed companies. Bpifrance Investissement is Bpifrance’s equity financing arm.
Appointment of Ilse Henne as an independent director for a four-year term
The appointment of Ilse Henne will enable the Board of Directors to benefit from her international management experience in metals trading, storage and processing, which has enabled her to develop expertise in strategic evolution, operational performance improvement and supply chain excellence, as well as in-depth knowledge of some key sectors for Arkema, particularly the automotive industry.
Subject to her appointment by the Annual General Meeting, the Board of Directors has decided to appoint Ilse Henne as a member of the Audit and Accounts committee.
Ilse Henne, born in 1972 in Ghent, Belgium, holds several advanced business management degrees from the Universities of Ghent and Leuven, Belgium, as well as a master’s degree in linguistics and literature, also from the University of Ghent. She is currently a member of the Executive committee of the thyssenkrupp Materials Services segment as its Chief Transformation Officer. She is responsible for the Group’s operating result and strategic transformation since 2019. She speaks five languages fluently, including French, and has been living in Germany since 2012.
Ilse Henne began her career in 1995 at Sadel NV, a Belgian group specializing in stainless steel products, where she worked in various positions in business development, sales and supply chain management until 2002. She then joined the Materials division of thyssenkrupp Group, which is specialized in the distribution of steel and non-ferrous metals in Belgium. Between 2012 and 2018, she held various management positions in Germany. First as head of the Materials Western Europe/Asia-Pacific operating unit, and between 2016 and 2018 as the CEO of thyssenkrupp Schulte.
Innovation and Sustainable Growth committee
At the same meeting, the Board of Directors also decided to create a new committee, the Innovation and Sustainable Growth committee tasked with assessing the contribution of Arkema’s innovation and strategy to environmental challenges and sustainable growth. Together with the Audit and Accounts committee and the Nominating, Compensation and Corporate Governance committee, this new committee will help perform a comprehensive review of the Group’s ESG and non-financial challenges. The Board decided to appoint Victoire de Margerie to chair this committee after the Annual General Meeting of 20 May 2021.
All changes in governance decided by the Board of Directors will be detailed in the 2020 Universal Registration Document, which is due to be posted online on 26 March 2021.
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