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| HOME > The Group > Corporate governance > Board of Directors | SEARCH |
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Board of Directors
From left to right: Antonio Borguès, Daniel Lebègue, Claude Tendil, Guillaume Sarkozy, Daniel Valot, Herbert Schimetschek, Denis Kessler, Peter Eckert, Allan Chapin, Daniel Havis, Carlo Acutis, Georges Chodron de Courcel, André Lévy-Lang, Gérard Andreck, Jean-Claude Seys, Luc Rougé.
The Board of Directors of the SCOR group determines the Company’s business orientations, oversees their implementation and supervises management administration. The Board of Directors is composed of 14 Directors, including one employee-elected Director, and one non-voting Director.
Directors may not hold office after the age of 72, the average age of the Board members in 2008 being 64.
Directors’ rights and obligations
Upon request, Directors are entitled to training on the specific nature of the Company, its business lines and area of activity. They agree to regularly attend meetings of the Board, the Committees of which they are members and General Shareholders’ Meetings. Finally, they are obliged to voice their opposition when they believe that a decision taken by the Board of Directors could be harmful to the Company.
Loyalty and conflict of interest
The Internal Regulations prohibit Directors from accepting benefits from the Company or from the Group that could jeopardize their independence, and require them to dismiss any pressure from other Directors, specific groups of shareholders, creditors, suppliers or other third parties. Directors undertake to submit to the Board of Directors of the Company any agreement falling under the purview of article L.226-38 of the French Commercial Code. In the event of a conflict of interests, Directors are obliged to inform the Board in full in advance. Such Directors are required to abstain from participating in any Board discussions.
The Internal Regulations require that candidates for Director inform the Board of any positions they currently hold as Director or Officer in other entities, as the Board has a duty to ensure compliance with the rules regarding multiple offices. Once appointed, Directors must inform the Board of any appointment they hold as a company officer within a period of five days following their appointment to the Board. Finally, each year Directors must inform the Board of any positions they have held as Director or Officer in other entities during the course of the financial year within a period of one month following the end of such financial year. Limitations and restrictions on trading SCOR securities.
The Internal Regulations set out the primary recommendations of the market authorities concerning the Directors trading the securities of the Company.
Firstly, the Internal Regulations set out the legal and regulatory provisions, demanding confidentiality with regard to privileged information known to the Directors during their term of office.
Following this, the Internal Regulations oblige Directors to register as owners of SCOR equities that they themselves or their dependent minor children hold at the time they enter office, in addition to those acquired subsequently. Finally, certain restrictions are enforced by the Internal Regulations concerning trading: - firstly, Directors are prohibited from trading in SCOR securities while in possession of information which, when made public, is likely to have an impact on the share price. This restriction remains in place two days after this information has been made public by a press release,
Finally, Directors are obliged to declare to SCOR all transactions carried out concerning the Company’s securities, directly or by an intermediary, on their behalf or on behalf of a third party, by their spouse, or by a third party holding a power of attorney.
In accordance with the AFEP/MEDEF recommendations on the corporate governance of listed companies, SCOR’s Board of Directors includes:
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