Renewal of the term of office of Mr Jean-Victor Meyers as Director
As the term of office of Mr Jean-Victor Meyers as Director is set to expire, the renewal of his term of office for four years is submitted to the Annual General Meeting.
A Director of L’Oréal since 2012, Mr Jean-Victor Meyers has been a member of the Strategy and Sustainability Committee since October 2020. He was a member of the Audit Committee from 2014 to 2021.
Jean-Victor Meyers has been a member of the Supervisory Board of the family holding company Téthys since January 2011 and is also a member of the Supervisory Board of Téthys Invest.
The son of Ms Françoise Bettencourt Meyers and Mr Jean-Pierre Meyers, Jean-Victor Meyers has a strong connection to the company. He brings to the Board his vision of L’Oréal’s long-term development.
Jean-Victor Meyers has participated with great commitment and involvement in the work of the Board and its Committees. Over the four years of his directorship, Mr Jean-Victor Meyers’ attendance at meetings of the Board of Directors has been 100%(1) Excluding the extraordinary meeting of the Board of Directors on 5 November 2021, from which Mr Jean-Victor Meyers and Mr Nicolas Meyers abstained from participating because it related to the buyback of L’Oréal shares from Nestlé., as was his attendance at meetings of the Audit Committee, of which he was a member until February 2021, and of the Strategy and Sustainability Committee, which he joined in October 2020.
Renewal of the term of office of Mr Nicolas Meyers as Director
As the term of office of Mr Nicolas Meyers as Director is set to expire, the renewal of his term of office for four years is submitted to the Annual General Meeting.
A Director of L’Oréal since 2020, Mr Nicolas Meyers has been a member of the Audit Committee since May 2021.
He has been a member of the Supervisory Board of the family holding company Téthys since 2011 and of Téthys Invest since 2016. He has also been a Director of the Bettencourt Schueller Foundation since 2012.
The son of Ms Meyers and Mr Jean-Pierre Meyers, Nicolas Meyers brings his keen interest in new technologies and social commitment to the Board of Directors, in addition to in-depth knowledge of L’Oréal and a strong connection to the company.
Nicolas Meyers is actively involved in the work of the Board and the Audit Committee as part of the Company’s long-term development.
Over the four years of his directorship, Mr Nicolas Meyers’ attendance at meetings of the Board of Directors has been 100%(1)Excluding the extraordinary meeting of the Board of Directors on 5 November 2021, from which Mr Jean-Victor Meyers and Mr Nicolas Meyers abstained from participating because it related to the buyback of L’Oréal shares from Nestlé., as has been his attendance at meetings of the Audit Committee, which he joined in May 2021.
The meeting of the Board of Directors on 8 February 2024 recorded Ms Belén Garijo’s wish to stand down as Director at the close of the Annual General Meeting of 23 April 2024, two years before her term of office expires, on the grounds of availability associated with her professional activities. The Board of Directors thanked Ms Garijo for her high-quality contribution to the work of the Board and the Human Resources and Remuneration Committee during her 10 years in office.
The Board met eight times in 2023.
Four Committees prepare for the discussions and deliberations by the Board. 18 meetings were held in 2023:
Directors may independently propose any subject that is appropriate for good governance to be included on the agenda for work of the Board and its Committees. L’Oréal’s Directors are regularly informed of all the Company’s activities and its performances in a highly competitive universe. Board meetings are generally held in the presence of senior managers of the Company invited to attend on the basis of topical developments at L’Oréal and many aspects of its strategy. In an open, constructive dialogue, exchanges of views, in confidence, contribute to the quality of the Directors’ work. Board discussions, encouraged by the Chairman, take place transparently and in great detail.
Directors meet at least once a year without the presence of the executive corporate officer, Directors representing employees or any other Group employee (Article 4.2 of the Internal Rules). An executive session was held on 7 December 2023. The Chairman of the Board attended initially, after which he withdrew and the executive session continued without him. The Audit Committee also meets twice a year in the presence of Statutory Auditors and in the absence of any representative from Management, at the end of the meetings dedicated to reviewing the annual and interim financial statements. These two meetings were held on 9 February and 27 July 2023.
The preparation and holding of Board and Committee meetings requires significant availability and investment by the Directors. In 2023, the attendance rate at Board meetings was 96.1% on average. The individual attendance rate at Board and Committee meetings is specified below. The allocation of Directors’ fees, based on the rate of attendance by each member at Board meetings and meetings of the various Committees, is described in section 2.4.
