Atos’ shareholders approve all of the resolutions submitted by the Board of Directors, and reject all of the resolutions proposed by certain minority shareholders.
Paris, France, June 28, 2023 - Atos SE’s Combined Annual General Meeting of shareholders was held today at the Company's headquarters and chaired by Mr. Bertrand Meunier, Chairman of the Board of Directors.
Despite the attempts to destabilize the Group, particularly in recent weeks, shareholder democracy was fully expressed.
It is therefore in a serene context that the General Meeting approved all the resolutions submitted to it and recommended by the Board of Directors, including:
- the annual and consolidated financial statements for the financial year ending December 31, 2022, and the allocation of the net income for the year;
- the compensation and benefits paid or granted with respect to 2022 to the former Chief Executive Officer, the Chief Executive Officer, the Deputy Chief Executive Officer, and the Chairman of the Board of Directors;
- the compensation policy for the Directors, the Chairman of the Board of Directors, the Chief Executive Officer and the Deputy Chief Executive Officer for 2023;
- the ratification of the provisional appointment of Jean-Pierre Mustier and Caroline Ruellan as Directors;
- the renewal of the term of office as Director of Caroline Ruellan;
- the appointment of Laurent Collet-Billon as a new Director.
After an exhaustive question-and-answer session, Atos shareholders followed the recommendation taken unanimously by the Atos Board of Directors of rejecting all four resolutions A to D proposed at the initiative of certain minority shareholders.
The detailed results of the votes as well as the replay of the Annual General Meeting itself will be available on the Atos website (in the section Investors – Annual General Meeting: https://atos.net/en/investors/annual-general-meeting).
Evolution of the composition of the Board of Directors
Following the Combined Annual General Meeting, the Board of Directors is now composed of the following 14 members: Bertrand Meunier (Chairman of the Board of Directors), Elizabeth Tinkham* (Lead Independent Director), Vesela Asparuhova, Vivek Badrinath*, Valérie Bernis*, Laurent Collet-Billon*, Katrina Hopkins, Farès Louis, Jean-Pierre Mustier*, Aminata Niane, René Proglio*, Caroline Ruellan*, Vernon Sankey and Astrid Stange*.
Thus, in accordance with the diversity policy adopted by the Board of Directors and the AFEP-MEDEF Code to which the Company refers, the ratio of independent directors currently amounts to 73% (exclusive of employee directors and directors representing employee shareholders in accordance with the AFEP-MEDEF code’s calculation guidelines).
The Board of Directors, meeting after the General Meeting, decided, on the recommendation of the Nomination and Governance Committee, to modify the composition of its committees as follows
- Audit Committee: René Proglio (Chairman), Vivek Badrinath, Vernon Sankey and Astrid Stange;
- Remuneration Committee: Astrid Stange (Chairwoman), Vesela Asparuhova and Valérie Bernis;
- CSR Committee: Valérie Bernis (Chairwoman), Farès Louis and Astrid Stange;
- Nomination and Governance Committee: Elizabeth Tinkham (Chairwoman), Laurent Collet-Billon, Caroline Ruellan and Vernon Sankey;
- Ad hoc Committee: Valerie Bernis, Bertrand Meunier, Jean-Pierre Mustier, Vernon Sankey and Elizabeth Tinkham.
Bertrand Meunier, Chairman of the Board of Directors, stated:
"I am delighted by the shareholders' renewed confidence in their Board of Directors. In particular, I note the strong support expressed by shareholders for the Board's proposals to appoint and/or renew Laurent Collet-Billon, Jean-Pierre Mustier and
Caroline Ruellan to the Board. On behalf of the entire Board of Directors, I would like to thank the directors who have completed their terms of office for their commitment to Atos during many years, and for their important contribution to the Board's work during an essential period. This Annual General Meeting was also an opportunity to demonstrate the solid fundamentals of Atos' corporate governance and provide an update on the separation project and perspectives for the future. The Board of Directors, with its Nomination and Governance Committee, intend to continue renewing its membership and strengthening its skills, particularly in view of the planned group separation into two entities".
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About Atos
Atos is a global leader in digital transformation with 110,000 employees and annual revenue of c. € 11 billion. European number one in cybersecurity, cloud and high-performance computing, the Group provides tailored end-to-end solutions for all industries in 69 countries. A pioneer in decarbonization services and products, Atos is committed to a secure and decarbonized digital for its clients. Atos is a SE (Societas Europaea), and listed on Euronext Paris.
The purpose of Atos is to help design the future of the information space. Its expertise and services support the development of knowledge, education and research in a multicultural approach and contribute to the development of scientific and technological excellence. Across the world, the Group enables its customers and employees, and members of societies at large to live, work and develop sustainably, in a safe and secure information space.
Contacts
Investor Relations: Thomas Guillois - thomas.guillois@atos.net - +33 6 21 34 36 62
Press: Anette Rey - anette.rey@atos.net - +33 6 69 79 84 88 - @AnetteRey
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