Schréder - Sustainability Report 2022

Company information

Board Committees The Board of Directors is advised by three committees: 1. Audit Committee The primary role of the Audit Committee is to provide assurance on the financial reporting process and the consolidated financial statements, to supervise the internal control and risk management mechanisms, and to examine internal audit activities. The Audit Committee is also responsible for the nomination, the independence and the remuneration of the Company’s auditor. The Audit Committee consists of at least three non-executive company Directors and is chaired by an independent Director. The members of the Audit Committee are elected by the Board for a term of three years and meet at least three times per year. 2. Remuneration and Nomination Committee The role of the Remuneration and Nomination Committee is primarily to oversee the remuneration of the CEO and the Schréder Executive Team, their nomination and evaluation process, career development and succession planning. It also regularly evaluates the remuneration of the members of the Board of Directors to ensure consistency and alignment with comparable companies.

Day-to-day management Day-to-day management is delegated by the Board of Directors to the CEO. The CEO leads a Schréder Executive Team (SET) consisting of eighteen members in addition to the CEO.

The Remuneration and Nomination Committee is also concerned with the overall human resources management of the company and related indicators such as job classification, employee engagement and well-being. The Remuneration and Nomination Committee is composed of at least three non-executive Directors, including at least one independent Director. The members of the Remuneration and Nomination Committee are elected by the Board for a term of three years and meet at least three times a year. 3. Strategic Support Committee While strategy remains the prerogative of the Board of Directors, a Strategic Support Committee assists the Board and the CEO in this important task by monitoring the company’s strategy and its implementation by the management team. The Strategic Support Committee can also authorise the management team to take specific and urgent actions within the approved strategy when these actions cannot wait until the next Board meeting. The members of the Strategic Support Committee are elected by the Board of Directors for a term of three years and meet at least five times a year. Each of the three Board Committees carries out its role according to strict rules and regularly evaluates its performance to ensure the transparency and efficiency of its internal processes.

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