Furthermore, at its meeting on October 22, 2025, the Board of Directors agreed to make the following changes to the Board of Directors and its Committees:
With regards to the Audit Committee
Subject to shareholder approval of the resolutions submitted to the Combined Shareholders Meeting on December 16, 2025, the appointments of:
both for the duration of their respective terms as directors, i.e., until the end of the Shareholders Meeting called to approve the financial statements for the 2028 fiscal year.
With regard to the Compensation Committee
Subject to shareholder approval of the resolutions submitted to the Combined Shareholders Meeting to be held on December 16, 2025, the appointment of Geneviève Bich as Chairwoman (succeeding Cécile Tandeau de Marsac), for the duration of her term as director, i.e., until the end of the Shareholders Meeting called to approve the financial statements for the 2028 fiscal year.
With regard to the Nominating Committee
Subject to shareholder approval of the resolutions submitted to the Combined Shareholders Meeting to be held on December 16, 2025, the appointment of Geneviève Bich as a member (succeeding Cécile Tandeau de Marsac), for the duration of her term as director, i.e., until the end of the Shareholders Meeting called to approve the financial statements for the 2028 fiscal year.
With regard to the Sustainability Committee
The appointments of:
both for the duration of their respective terms as directors, i.e., until the end of the Shareholders Meeting called to approve the financial statements for the 2028 fiscal year.
The Sustainability Committee would comprise only five members (compared to seven previously), due to the non-replacement of two directors on the committee.
Lastly, it is recalled that, notwithstanding the dissociation of the roles of Chairman of the Board and Chief Executive Officer, and in line with best governance practices when the Chairman of the Board is a non-independent director, the Board of Directors, upon recommendation of the Nominating Committee, decided at its meeting held on October 8, 2025, to maintain the role of Lead Director and to appoint Gilles Pélisson to succeed Luc Messier in this role, effective November 10, 2025, the date on which the dissociation of the roles of Chairman of the Board of Directors and Chief Executive Officer takes effect.
A summary table of all these changes is provided after the profiles of Bellon SA, represented by Patrice de Talhouët, Geneviève Bich and Françoise Colpron.
