APC 2013 Annual Report Download - page 147

CORPORATE GOVERNANCE
DECLARATIONS CONCERNING THE SITUATION OF THE MEMBERS OF THE ADMINISTRATIVE, SUPERVISORY OR MANAGEMENT BODIES
Declarations concerning 6.
thesituation of the members
oftheadministrative, supervisory
or management bodies
The members of the board of directors hold 0.05% of the capital Emmanuel Babeau has a work contract with Schneider Electric
and 0.07% of the voting rights of the company. IndustriesSAS and is Chairman of the board of directors of
Schneider Electric Services International. He receives
Jean-Pascal Tricoire is Chairman of the board of directors of compensation for these duties.
Schneider Electric IndustriesSAS, Chairman of the board of
directors of Schneider Electric Holdings and Chairman of the board MrsMagali Herbaut has a work contract with Schneider Electric
of directors of Schneider Electric Asia Pacific. He receives IndustriesSAS.
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compensation for the last two duties.
Work contracts
In accordance with the AFEP/MEDEF, which provides that specific the annual sum of EUR250,000, excluding tax, as compensation
tasks such as Vice-chairman or Lead Director may give rise to the for the tasks associated with this function, payable semi-annually in
payment of exceptional compensation which is then subject to the the framework of an agreement referred to in articleL.225-46 of
terms of the regulated agreements, the board of directors provided the French Commercial Code.
that Henri LACHMANN, as Vice-chairman Lead Director, receive
Absence of conviction or incrimination of corporate officers
To the best of the company’s knowledge, in the last five years, disqualified by a court from acting as a member of the
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none of the Directors or senior corporate officers (Chairman and administrative, management or supervisory bodies of an issuer
CEO and Executive Vice-president) have been: or from acting in the management or conduct of the affairs of an
issuer;
the subject of any convictions in relation to fraudulent offences
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involved, as a member of an administrative, management or
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or of any official public incrimination and/or sanctions by supervisory body or a partner, in a bankruptcy, receivership or
statutory regulatory authorities; liquidation.
Family ties
To the best of the company’s knowledge, none of the Directors and/or senior corporate officers of the company are related.
Conflicts of interest
To the best of the company’s knowledge, there are no officers with respect to the company in their capacity as members
arrangements or understandings with major shareholders, of those bodies or their private interests and/or other duties.
customers, suppliers or others pursuant to which a Director or To the best of the company’s knowledge, the Directors and senior
senior corporate officer has been selected as a member of an corporate officers have no restrictions on the disposal of their
administrative, management or supervisory body or a member of Company shares aside from those stipulated in stock option and
Senior Management of the company. performance share plans (see page 284 and following) for senior
To the best of the company’s knowledge, there are no conflicts of corporate officers and a minimum 1,000shareholding requirement
interest between the duties of any Directors and senior corporate for Directors.
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2013 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC