Two Directors representing the employees have sat on the Board of Directors since 2014. Their experience as employees gives these two Directors an in-depth understanding of the business and the risks it faces, meaning they can enhance Board discussions in the interests of sustainable and longterm governance.
Thierry Hamel was appointed as a Director representing the employees by the CFE-CGC union. He is a Project Manager for Sales Excellence, Onboarding and Training for the sales teams in the Professional Products Division in France.
Benny de Vlieger has been appointed as a Director representing the employees by the European Works Council. He is a Sales Representative for the Consumer Products Division in Belgium.
Their four-year terms of office began at the end of the Annual General Meeting of 21 April 2022. As soon as they take up their office, the Directors representing the employees, like all L’Oréal Directors, receive support in the form of dedicated meetings with the Chairman of the Board, the Chief Executive Officer, the Chairman of the Nominations and Governance Committee and the Board Secretary of Directors in particular.
Directors representing the employees are entitled to training and are offered a personalised programme so they can supplement their knowledge of the business, understand the requirements of being a Director and make preparations to join one of the Board’s specialised Committees.
After a one-year induction period to familiarise them with the way the Board operates and the major challenges facing the Company, Thierry Hamel and Benny de Vlieger joined the Human Resources and Remuneration Committee and the Audit Committee, respectively, at the close of the Annual General Meeting of 21 April 2023.
Directors representing the employees are remunerated for their duties according to the same distribution rules as other Directors. The components of their remuneration as employees are not published.
The balance of powers on the Board is ensured through a very precise outline of each individual's roles and tasks that are divided up and shared. Each Director receives information on an ongoing basis and has everything they need to carry out their duties. They all have a duty of care and participate, in total independence, in the decisions and work of the Board and, where applicable, its Committees. They are all required to comply with the rules in force with regard to conflicts of interest.
A member of the Board is considered independent when he or she has no relationship of any kind whatsoever with the Company, its group or its management that may interfere with his or her freedom of judgement. With this in mind, the criteria that guide the Board in determining whether a member can qualify as independent are the following, as set out in the AFEP-MEDEF Code, the member:
