Report on the shareholders’ general meeting and the board of directors’ meeting of 2 june 2021

02/06/2021 - 14:00 CET

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The Combined General Meeting, held today in Cluses, adopted all the resolutions submitted for its approval, including the one on the change of governance so as to adopt the form of a Société Anonyme (limited company) with a Board of Directors.

The Combined General Meeting decided that a dividend of €1.85 per share be paid in respect of the allocation of profit for the last financial year and that the ex-dividend and payment dates be set at 8 and 10 June 2021 respectively.

Following approval of the resolution proposing that the Company’s governance form be changed so as to adopt a form with a Board of Directors, the Board of Directors consists of eight directors (five of whom are independent directors).

The General Meeting appointed the following as directors:

  • Jean Guillaume Despature,
  • Florence Noblot,
  • Michel Rollier,
  • Sophie Desormière,
  • Anthony Stahl,
  • Paule Cellard,
  • Bertrand Parmentier,
  • Marie Bavarel-Despature.

At a meeting held after the close of the General Meeting, the Board of Directors adopted the separation of the functions of Chairman and Chief Executive Officer and appointed:

  • Jean Guillaume Despature, Chairman of the Board of Directors,
  • Michel Rollier, Vice-Chairman of the Board of Directors,
  • Pierre Ribeiro, Chief Executive Officer,
  • Valérie Dixmier, Deputy Chief Executive Officer in charge of People, Culture and Organization.

The Board of Directors adopted its rules of procedure and set up four specialist committees: the Audit and Risk Committee, the Appointment and Remuneration Committee, the Sustainable Development Committee and the Strategy Committee (each committee’s composition and duties are available on the Company’s website).

Pursuant to the Company’s Articles of Association, the Board of Directors also appointed two observers: Grégoire Ferré, Senior Vice President, Cockpit of the Future, Digital Transformation & Artificial Intelligence (DSF), Faurecia and Vincent Léonard, Partner, Impact Partners. The latter’s appointment as directors will be proposed by the Board of Directors at the next General Meeting.

“Our new governance structure is a natural next step in the transformation that began as far back as 2018. It will help accelerate the Group’s positioning as a preferred partner for window and door automation for homes and buildings by going one step further in our ability to anticipate new trends while reinforcing the quality of our execution. I’m delighted to be chairing this new expanded and enriched Board that is fully committed to Somfy’s future,” said Jean Guillaume Despature, Chairman of the Board of Directors.

Pierre Ribeiro, Chief Executive Officer, added, “I’m honoured by the trust placed in me by Somfy’s Board of Directors. Working with the Executive Committee, we’re determined to proactively pursue Somfy’s continued growth, with an emphasis on strategic execution, transformation roll-out and performance management. Somfy has unrivalled strengths that will help consolidate our leadership and enable us to continue to innovate for our customers and the housing market in general.”

Biographies

Jean Guillaume Despature – Non-Executive Chairman of the Board of Directors

Jean Guillaume Despature was formerly Chairman of the Management Board and Chief Executive Officer of Somfy Group since 9 March 2016. Jean Guillaume Despature has been with Somfy since 2006 and was responsible for the Strategic Process and Somfy’s Director in China. He has previously held several consulting positions at BearingPoint. He has also been Chairman of the Supervisory Board for Damartex SA since 2014 and member of the Board of Directors of Edify since 2021.
Jean Guillaume Despature is a graduate of the École Polytechnique Fédérale de Lausanne and holds an executive MBA (TRIUM).

Pierre Ribeiro – Chief Executive Officer

Pierre Ribeiro has held several key positions in the financial teams during his career at Somfy. Previously Chief Financial Officer and member of the Management Board since 2015, he was formerly Director of Group Accounting, Taxation and Controlling, he was also in charge of the Group’s Controlling Division between 2002 and 2006. Pierre Ribeiro joined Somfy in 1992 as Controller of the SIMU subsidiary, where he became Head of Administration and Finance in 1997.
Pierre Ribeiro graduated from the École Supérieure de Gestion de Paris.

Valérie Dixmier – Deputy Chief Executive Officer

Valérie Dixmier joined Somfy in 2018 as Head of Human Resources & Organization and was previously Director of HR & Organization for one of the regions of the LafargeHolcim Group, where she held several global and local positions from 2011. This career in the industry follows more than 20 years of experience in strategic and organizational consulting, notably as a partner at the firm Oliver Wyman and with Capgemini Consulting and Bossard Consultants.
Valérie Dixmier graduated from Sciences Po Paris, specialized in economics and finance.

Corporate profile

Founded in 1969 in France, and now operating in 58 countries, Somfy is the world leader in window and door automation for homes and buildings.

Pioneer in the connected home, the Group is constantly innovating to guarantee its users comfort, well-being, and security in the home and is fully committed to promoting sustainable development.

For 50 years, Somfy has been using automation to improve living environments and has been committed to creating reliable and sustainable solutions that promote better living and well-being for all.

Contacts

Somfy:

  • Christine Nast: christine.nast@somfy.com

Shan:

  • Alexandre Daudin: alexandre.daudin@shan.fr / +33 6 34 92 46 15
  • Aliénor Kuentz: alienor.kuentz@shan.fr