APC 2006 Annual Report Download - page 45

January 2002 to the end of 2003, he was Executive
Vice-President of Schneider Electric's International
Division. In October 2003, he was named Chief Oper-
ating Officer, before becoming Chairman of the
Schneider Electric Management Board on May 3,
2006.
Member of
the Management Board
Pierre Bouchut
Other directorships and
functions in French or foreign companies
Currently: Member of the Management Board of
Schneider Electric SA; Chairman of the Board of
Directors of Schneider Electric Services Internation-
al; Director of Schneider Electric Industries SAS,
Schneider Electric France, Square D and France
Transfo.
Previous directorships and functions held in the past
five years: Director of Havas, Casino (and various
other functions within the Group), Laurus (Nether-
lands), Smart & Final (USA), CBD (Brazil) and Big C
(Thailand).
Expertise and experience
A graduate of Hautes Etudes Commerciales and hold-
er of a masters degree in applied economics from
Paris Dauphine University, Pierre Bouchut began his
career in 1979 with Citibank Paris, before moving to
Bankers Trust France SA in 1987 as Vice President,
Finance. In 1988, he joined McKinsey & Company as
a consultant. In 1990, he accepted the position of Chief
Financial Officer of the Casino Group, subsequently
becoming the Group’s Chief Executive Officer. In May
2005, he joined Schneider Electric as Executive Vice-
President Finance & Control – Legal Affairs. He has
been a member of the Management Board since May
3, 2006.
Age: 52
Business address: Schneider Electric
43-45 bd Franklin Roosevelt –
92500 Rueil Malmaison, France
42,000 Schneider Electric shares
First elected: 2006 / Current term ends: 2009
6. Organizational
and operating procedures of
the Management Board
The Management Board has the broadest powers in
relation to third parties to act in all circumstances in the
Company’s name within the limits of the corporate pur-
pose, except for those powers that are specifically
vested in the Supervisory Board and the Sharehold-
ers’ Meeting under French law, and except for those
matters that require the prior authorization of the
Supervisory Board.
Under French law, the Management Board:
Approves the annual and interim financial state-
ments and related management reports, for submis-
sion to the Supervisory Board and the Shareholders’
Meeting.
Calls Shareholders’ Meetings.
Decides share issues and capital reductions, pur-
suant to an authorization given by shareholders in
Extraordinary Meeting.
Grants stock options and makes stock grants, pur-
suant to an authorization given by shareholders in
Extraordinary Meeting.
Decides to carry out bond issues.
The Management Board has adopted internal rules
and procedures that organize its activities and its rela-
tions with the Supervisory Board. These internal rules
and procedures are invalid against claims from third
parties.
The Management Board has met eleven times since
May 3, 2006.
7. Declarations concerning
the situation of the members
of the Supervisory Board and
Management Board
The members of the Supervisory Board and Manage-
ment Board together hold 0.033% of the Company’s
capital and 0.024% of the voting rights.
Pierre Bouchut has service contracts with Schneider
Electric Industries SAS and Schneider Electric Ser-
vices International.
Alain Burq has a service contract with Schneider
Electric Industries SAS.
None of the members of the Supervisory Board or
Management Board has a service contract with the
Company or any of its subsidiaries providing for bene-
fits upon termination of employment.
No related-party agreements have been entered into
between the Company and the members of the Super-
visory Board or Management Board.
In the last five years, none of the members of the
Supervisory Board or Management Board have been:
The subject of any convictions in relation to fraudu-
lent offences or of any official public incrimination
and/or sanctions by statutory regulatory authorities.
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