Paris, March 21, 2012 - The Board of Directors of Ingenico
(Euronext : FR0000125346 - ING) chaired by Philippe Lazare,
CEO, has decided to propose to the next Annual General meeting
of Shareholders, on May 3, 2012, resolutions aimed at improving
its governance practices in accordance with the Afep-Medef
corporate governance code.
The main proposed resolutions submitted to the vote of the
shareholders are as follows:
decrease of the number of Directors, from 13 to 9,whilst
increasing the proportion of independent Directors;
reduction of the Directors' mandate duration from 6 to 4
years, as recommended by the Afep-Medef corporate
governance code and by the almost unanimity of the other
corporate governance guidance; in order to preserve the
staggered renewal of the Directors, some mandates will
exceptionally be proposed for a 2-year term.
Therefore, it will be proposed to simultaneously end the
mandates of the current 13 Directors and to appoint 9 Directors
3 independent Directors, namely Ms Diaa ELYAACOUBI, Mr
Xavier MORENO and Mr Elie VANNIER ;
The appointment of a fourth independent Director will be
proposed to the shareholders' meeting , as Mr Guillaume
CERUTTI is not asking for the renewal of his mandate due
his other activities for Sotheby's Europe;
3 Directors, proposed by Morpho, first shareholder of the
Group : Mr Jean-Pierre COJAN, Mr Jean-Paul JAINSKY, Ms
Celeste THOMASSON ;
1 Director member of the founding family: Mr Thibault
Finally, the renewal of the mandate of Monsieur Philippe
LAZARE, CEO, will also be proposed.
A prior notice to the Annual General meeting of May 3, 2012
will be published in the BALO on March 26, 2012 and available
on Ingenico's website.
This press release was issued by Ingenico SA and was initially posted at http://www.ingenico.com/en/finance/publications_releases/press_releases/the-board-of-directors-will- propose-to-the-next-ag_h02kxukq.html?s=VZXQaBeA1IwIl7mMHR . It was distributed, unedited and unaltered, by noodls on 2012-03-21 18:15:16 PM. The issuer is solely responsible for the accuracy of the information contained therein.