Proactive, committed Directors with complementary skills
“I am delighted with the way the Board of Directors has conducted the process of choosing my successor as L’Oréal CEO. On completion of a forward-looking, objective and rigorous selection process taking over eighteen months, the Board has decided on a new governance which, I am certain, will guarantee the sustainability of the Group’s performance, values and commitments.”
As of 31 December 2020, Board members represented seven different nationalities, with 58% women and 50% independent directors. Three of the four committees are chaired by independent female directors.
The directors draw on a diverse, complementary range of industrial, entrepreneurial, financial and non-financial (including human resources and sustainability) expertise, ensuring swift insight into the development challenges facing L’Oréal, the leader of a globalised, highly competitive cosmetics market in which the need to innovate and adapt is crucial. Most have experience managing international groups at the highest level. The diverse experience and expertise they bring fosters free, informed and spontaneous discussions.
A board that fully assumes its responsibility to provide strategic impetus
The directors are committed and proactive, driven by the conviction that stringent governance creates value for the company. They play a tireless, dynamic role in the work of the Board and its committees. Board committees issue detailed, insightful, reasoned recommendations that feed into the Board’s discussions and inform its decisions. The Board is constantly focused on ensuring the long-term future and development of L’Oréal, taking into account its purpose as well as the social and environmental implications of its activities.
The Board carries out a full review of its modus operandi and organisation every year from a continuous improvement perspective. During this annual review it determines which topics to prioritise, providing the impetus for L’Oréal’s long-term strategy.
A Board of Directors fully mobilised throughout the Covid-19 crisis
Throughout the year, the Board was kept fully informed of the consequences of the Covid-19 crisis and the actions taken, monitoring the pandemic globally, the measures to support and assist employees with the increase in teleworking, and the Solidarity Plan put in place by the Group.
The Board carried out an in-depth analysis of the impact of the health crisis on sales by Division and by Zone, as well as its impact on cash flow. It discussed the administrative measures put in place to deal with the crisis and validated the strategic choices aimed at creating the right conditions to boost growth drivers.
New governance and a succession plan crown an exemplary process
Throughout the year, the Board of Directors was kept informed of the work of the Appointments and Governance Committee on the succession of Jean-Paul Agon as Chief Executive Officer. The Committee met multiple times and made its recommendation to the Board on completion of an in-depth process carried out with impartiality and discretion in accordance with the highest standards of governance.
On 14 October 2020, the Board also announced its intention to dissociate the functions of Chairman of the Board of Directors and Chief Executive Officer, to renew Jean-Paul Agon’s mandate as Chairman, and to appoint a new Chief Executive Officer, Nicolas Hieronimus. All of these decisions will take effect on 1 May 2021 by decision of the Board of Directors at L’Oréal’s Annual General Meeting on 20 April 2021.
Ethics at the heart of L'Oréal's Governance and commitments
The Board of Directors places great importance on respecting L’Oréal’s ethical principles—Integrity, Respect, Courage and Transparency—and more generally its Code of Ethics. The Chief Ethics Officer regularly presents the ethics strategy and the initiatives taken in this field, as well as their results. The Board considers this strategy to be an integral part of L’Oréal’s growth model; it supports its implementation and measures the advances made.
