Fiscal 2020 Universal Registration Document

5. Corporate governance

5.2.1.4 Changes in the composition of the Board of Directors during Fiscal 2020 and changes planned for Fiscal 2021
Changes during Fiscal 2020

At the Combined Annual Shareholders Meeting of January 21, 2020, the shareholders noted that Robert Baconnier did not wish to be reappointed as a director and that Astrid Bellon no longer wished to be a Board member as from January 21, 2020.

At the same meeting, the shareholders approved the appointment of two new independent directors – Véronique Laury and Luc Messier – for three-year terms expiring at the close of the Annual Shareholders Meeting to be held to adopt the financial statements for the fiscal year ending August 31, 2022.

Also at the January 21, 2020 meeting, Sophie Stabile and Cécile Tandeau de Marsac were reappointed as directors for three-year terms expiring at the close of the Annual Shareholders Meeting to be held to adopt the financial statements for the fiscal year ending August 31, 2022.

Changes planned for Fiscal 2021

At the Ordinary Annual Shareholders Meeting on January 12, 2021, the Board of Directors will recommend that shareholders reappoint Sophie Bellon,Nathalie Bellon-Szabo and Françoise Brougher as directors for three-year terms expiring at the close of the Annual Shareholders Meeting to be held to adopt the financial statements for the fiscal year ending August 31, 2023. These directors have worked diligently and been highly committed throughout their terms of office and particularly during the unprecedented sanitary crisis caused by the Covid-19 pandemic. Their skills fully match the expertise sought by the Board of Directors and contribute to the implementation of the Company’s strategy and the achievement of its business development objectives.

It should be noted that if Sophie Bellon is reappointed as a director at the January 12, 2021 Annual Shareholders Meeting, she will continue to chair the Board of Directors.

Furthermore, Soumitra Dutta, whose term of office expires at the close of the January 12 , 2021 Annual Shareholders Meeting, has stated that he does not wish to stand for reappointment.

Independent director of Sodexo’s Board of Directors since January 19, 2015,Soumitra Dutta has made a significant contribution to the discussions of the Board and the Audit Committee, notably in the fields of technology, digital and strategy. The Chairwoman of the Board and all the other members thank Soumitra Dutta for his contribution to the Board’s work.

Consequently, shareholders are invited to appoint Federico J. González Tejera as independent board member for a three-year term expiring at the close of the Annual Shareholders Meeting to be held to adopt the financial statements for the fiscal year ending August 31, 2023. Of Spanish nationality, Federico J. González Tejera is Chief Executive Officer and member of the Board of Directors of Radisson Hospitality AB. Federico J. González Tejera will bring to the Board his strategic vision as well as his solid expertise in consumer culture gained notably in the consumer goods, entertainment and media, and hotel sectors, where he held marketing and CEO positions in several multinationals.

Federico J. González Tejera’s biography (below) provides additional information on his background.