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The board of Directors

The Board of Directors is responsible for setting the company's strategy and overseeing its implementation. Its primary responsibilities include approving the financial statements, appointing the chairman and drafting the agenda of the Annual Shareholders Meeting.

 

THE BOARD OF DIRECTORS

Veolia's Board of Directors has 15 members. Among the 15 directors, 13 were considered to be independent at the Board of Directors' meeting held on March 11, 2014, based on the opinion of the Nominations and Compensation Committee. Independent directors thus make up 81.25% of the Board, a percentage well above the recommendation made in the AFEP-MEDEF Corporate Governance Code.
 
Antoine Frérot (55)
Principal positions held within the company:
Chairman and Chief Executive Officer of Veolia;
Member of the Veolia Board of Directors (Initial  appointment: May 7, 2010 - Expiration of term: 2014 AGM).
 
Background
Born on June 3, 1958 in Fontainebleau (France), Antoine Frérot is a graduate of the École Polytechnique (class of 1977), an engineer of the Corps des Ponts et Chaussées, and holds a doctorate from the École Nationale des Ponts et Chaussées. Mr. Frérot started his career in 1981 as an engineering researcher at the Central Research Office for French Overseas Departments and Territories. In 1983, he joined the Center for Study and Research of the École Nationale des Ponts and Chaussées as project manager and served as assistant director from 1984 to 1988. From 1988 to 1990, he was in charge of financial operations at Crédit National. In 1990, Mr. Frérot joined Compagnie Générale des Eaux as an official representative and, in 1995, became Chief Executive Officer of CGEA Transport. In 2000, he was appointed Chief Executive Officer of CONNEX, the Transport Division of Vivendi Environnement, and member of the Vivendi Environnement board. In January 2003, Mr. Frérot was appointed Chief Executive Officer of Veolia Eau, the Water Division of Veolia Environnement, and Senior Executive Vice President of Veolia Environnement. In November 2009, he became Chief Executive Officer, and in December 2010, Chairman and Chief Executive Officer of Veolia Environnement.
Louis Schweitzer (71)
Principal positions held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment: April 30, 2003 - Renewed: May 17, 2011 - Expiration of term: 2015 AGM); Vice Chairman of the Board; Senior Director; Member of the Nominations and Compensation Committee since April 30, 2003 and Chairman of the Committee since March 11, 2014.
 
Principal position held outside the company:
Chairman of Initiative France.
 
Background
Louis Schweitzer is a graduate of the Institut d'Études Politiques (IEP) in Paris and the École Nationale d'Administration (ENA) and was Inspector of Finance at the French Treasury. From 1981 to 1986, he was Chief of Staff for Laurent Fabius, who was successively Junior Budget Minister, Minister for Industry and Research, and Prime Minister. In 1986, Mr. Schweitzer joined Renault's senior management and successively held the positions of Director of Planning and Management Control, Chief Financial Officer and Executive Vice President. He became Chief Executive Officer of Renault in December 1990, then Chairman and Chief Executive Officer in May 1992 until April 29, 2005, when he was appointed Chairman of the Renault Board of Directors. Mr. Schweitzer did not seek to renew his position as Renault director at the annual general meeting held on May 6, 2009. Appointed Vice Chairman of the Veolia Environnement Board of Directors on November 27, 2009, he left the position when he was appointed Senior Director on May 16, 2012. He was again appointed Vice Chairman on May 14, 2013.
Jacques Aschenbroich (59)
Principal positions held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  May 16, 2012 - Expiration of term: 2016 AGM);
President of the Research, Innovation and Sustainable Development Committee since December 12, 2012;
Member of the Accounts and Audit Committee since December 12, 2012.
 
Principal position held outside the company:
Chief Executive Officer of Valeo.
 
Background
Jacques Aschenbroich, an engineering graduate from the Corps des Mines, has held several posts in the French administration and served on the prime minister's staff in 1987 and 1988. He then pursued a career in industry with the Saint-Gobain Group from 1988 to 2008.  After managing subsidiaries in Brazil and Germany, he was appointed to head the Flat Glass division of Compagnie de Saint-Gobain and became President of Saint-Gobain Vitrage in 1996. From October 2001 until December 2008, Mr. Aschenbroich was Senior Executive Vice President of Compagnie de Saint-Gobain, where he managed the Flat Glass and High- Performance Materials divisions from January 2007, and directed the company's operations in the United States as Director of Saint-Gobain Corporation and Chief Representative for the United States and Canada from September 1, 2007. Mr. Aschenbroich has been Chief Executive Officer of Valeo since March 2009.
Maryse Aulagnon (64)
Principal position held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  May 16, 2012 - Expiration of term: 2016 AGM).
 
Principal position held outside the company:
Founding Chairwoman and CEO of the Affine Group.
 
Background
Maryse Aulagnon is the Founding Chairwoman of the Affine Group, which is composed of three real-estate companies listed in Paris and Brussels, specializing in commercial property. Mrs. Aulagnon holds a master's degree in economics and is a graduate of the Institut d'Etudes Politiques (IEP) and Ecole Nationale d'Administration (ENA). She is an honorary Maître des Requêtes of the Conseil d'Etat (1975-1979). After holding various positions at the French Embassy in the United States (1979-1981) and on the staff of several French ministers (Budget and Industry), she joined Compagnie Générale d'Electricité in 1984 (now Alcatel) as Director of International Affairs. She then joined Euris as Deputy CEO when it was created in 1987. In 1990, Mrs. Aulagnon founded Affine, which she has managed ever since. She has been a member of the Supervisory Board of Banques Populaires Caisses d'Epargne (BPCE) banking group since December 2010 and a director at Air France-KLM (Chairwoman of the Audit Committee) since July 2010. She sits on the board of several professional organizations, including Club de l'Immobilier, Fondation Palladio and FSIF, and is a founding member of Cercle 30. She also serves on the boards of a number of cultural and university organizations, such as Fondation des Sciences Politiques, Le Siècle and Terrafemina.
Daniel Bouton (63)
Principal position held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  April 30, 2003 - Expiration of term: 2014 AGM);
Member of the Nominations and Compensation Committee since April 1, 2005;
Member of the Accounts and Audit Committee since November 2, 2009 and Chairman of this Committee since January 1, 2010.
 
Principal position held outside the company:
Chairman of DMJB Conseil;
Senior Advisor of Rothschild & Cie Banque.
 
Background
Daniel Bouton holds a degree in political science, is a graduate of the École Nationale d'Administration (ENA) and was Inspector of Finance at the French Treasury. Between 1988 and 1991, he held several positions in the French Ministry of Economy, Finance and Industry, including that of budget director. In 1991, he joined Société Générale, serving as Chief Executive Officer starting in 1993, and as Chairman and Chief Executive Officer as of 1997. He was appointed to the position of Chairman of the Board of Directors of Société Générale in May 2008, then resigned from his duties as Director and President of the bank in May 2009. In November 2009, Mr. Bouton incorporated a consulting company, DMJB Conseil, of which he is the chairman.
Caisse des Dépôts et Consignations
Special establishment created pursuant to the Law dated April 28, 1816, with registered offices at 56, rue de Lille, 75007 Paris.
 
Principal position held within the company:
Member of the Board of Directors of Veolia Environnement (Initial appointment: March 15, 2012 - Expiration of term: December 31, 2016).
 
Description:
Established in 1816, Caisse des Dépôts et Consignations is a public establishment carrying out tasks of general interest; as such it is a long-term investor seeking to contribute to the growth of companies.
 
Permanent representative on the Board of Directors:
Olivier Mareuse (50), Chief Financial Officer of Caisse des Dépôts et Consignations.
 
Background
After graduating from the Institut d'Études Politiques (IEP) in Paris in 1984 and from the École Nationale d'Administration in 1988, Olivier Mareuse joined CNP Assurances in 1988 as an assistant director in the financial institutions department. In 1989, he was named Technical and Financial Director in the group insurance department. Mr. Mareuse then worked as Special Assistant to the CEO of CNP Assurances between 1991 and 1993. From 1993 to 1998, he worked as Director of Strategy, Management Control and Shareholder Relations, and oversaw CNP Assurances' listing on the stock market. He was subsequently appointed Director of Investments, a post he held until 2010. In October 2010, Mr. Mareuse joined Caisse des Dépôts et Consignations, first as deputy CFO then, as of December 15, 2010, as CFO and member of the management committees. 
Pierre-André de Chalendar (55)
Principal positions held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  May 7, 2009 - Renewed: May 17, 2011 - Expiration of term: 2015 AGM);
Member of the Research, Innovation and Sustainable Development Committee since May 7, 2010.
 
Principal position held outside the company:
Chairman and Chief Executive Officer of Compagnie de Saint-Gobain.
 
Background
Pierre-André de Chalendar is a graduate of ESSEC and the École Nationale d'Administration (ENA). He was Inspector of Finance at the French Treasury. In November 1989, he joined Compagnie de Saint Gobain, where he held various positions, before being appointed Deputy Chief Executive Officer in May 2005, Director in June 2006 then Chief Executive Officer in June 2007. He was appointed Chairman and Chief Executive Officer of Compagnie de Saint Gobain in June 2010.
Paul-Louis Girardot (80)
Principal position held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  April 30, 2003 - Renewed: May 7, 2010 - Expiration of term: 2014 AGM);
Member of the Accounts and Audit Committee since April 1, 2005;
Member of the Research, Innovation and Sustainable Development Committee since September 14, 2006.
 
Principal position held outside the company:
Chairman of the Supervisory Board of Veolia Eau - Compagnie Générale des Eaux.
 
Background
Paul-Louis Girardot was a director and Chief Executive Officer of Vivendi until 1998. Mr. Girardot focused primarily on developing Veolia's utilities concessions, particularly in the water sector. In addition, he contributed significantly to Vivendi's activities in the telecoms sector, in particular mobile phones. He has also worked to expand Veolia Environnement's business in the energy services sector and in the decentralized production of electric power (cogeneration), through the Dalkia subsidiary. Mr. Girardot has been Chairman of the Supervisory Board of Veolia Eau-Compagnie Générale des Eaux since 2001. 
Groupama SA
Principal position held within the company:

Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  May 16, 2012 - Expiration of term: 2016 AGM).
 
Description:
Groupama SA is part of the Groupama Group, a French mutual insurance, banking and financial services group. It guides the operational activities of Groupama and its subsidiaries as well as providing reinsurance for all the group's business entities (regional branches and subsidiaries). The company is a major player in the insurance market, operating in the fields of asset and liability insurance, personal insurance, savings, banking services and asset management.
 
Permanent representative on the Board of Directors:
Georges Ralli (65), Member of the Board of Directors of Chargeurs, Silic and Carrefour.

Background
Georges Ralli holds a master’s degree in banking and finance from the University of Paris-V and is a graduate of the Institut d'Etudes Politiques (IEP) in Paris and of the Institut Commercial in Nancy. In 1970, Mr. Ralli joined Crédit Lyonnais, where he held various management positions until 1981. In 1982, he served as Secretary of the Savings Development and Protection Commission. From 1982 to 1985, he headed the financial negotiations department of Crédit du Nord. He joined Lazard in 1986, became managing partner in 1993, and jointly headed the mergers and acquisitions department of Lazard LLC starting in 1999. From 2000 to 2012, Mr. Ralli was Deputy Chairman and Managing Director of the Executive Committee of Lazard LLC in the United States. He was appointed Co-Chairman and Chief Executive of the European Investment Banking Committee in 2005. He was head of Maison Française until 2009. Until 2012, he managed the European M&A and asset management activities at Lazard. He is currently an associate and partner at IPF Partners, a financing provider focused on the healthcare sector. 
Marion Guillou (59)
Principal position held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  May 16, 2012 - Expiration of term: December 31, 2016);
Member of the Research, Innovation and Sustainable Development Committee since December 12, 2012.
 
Background
Marion Guillou attended the École Polytechnique (class of 1973) before obtaining her doctorate in Food Science. She is also a certified agricultural and environmental engineer and a member of the Académie des Technologies and the Académie d'Agriculture. She was head of nutrition at the French Ministry of Agriculture from 1996 to 2000. She then went on to manage INRA, the French National Institute for Agricultural Research, from 2000 to 2004, before becoming its Chairwoman and Chief Executive Officer (2004-2012). During this time she helped outline areas for research in the fields of agriculture, nutrition and the environment. She is currently Chairwoman of Agreenium (since 2010).
Serge Michel (87)
Principal position held within the company:
Member of the Board of Directors of Veolia Environnement (Initial appointment: April 30, 2003 - Renewed: May 16, 2012 - Expiration of term: 2016 AGM);
Chairman of the Nominations and Compensation Committee from April 30, 2003 to March 11, 2014; Member of the committee since March 11, 2004.
 
Principal position held outside the company:
President of Soficot SAS.
 
Background
Serge Michel has spent his entire career in the construction and public works sector, serving as Executive Vice President of Compagnie de Saint-Gobain, Chairman of Socea, Chairman of SGE until 1991 and Chairman of CISE until 1997. He was Executive Vice President of Compagnie Générale des Eaux until 1992. Mr. Michel is currently President of Soficot, a business management and investment consulting company he founded in 1997. Mr. Michel has been a member of the Veolia Board of Directors and a member of the Nominations and Compensation Committee since April 30, 2003. 
Baudouin Prot (62)
Principal position held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  April 30, 2003 - Renewed: May 17, 2011 - Expiration of term: 2015 AGM).
 
Principal position held outside the company:
Chairman of the Board of Directors of BNP Paribas.
 
Background
Baudouin Prot is a graduate of the École des Hautes Etudes Commerciales (HEC) and the École Nationale d'Administration (ENA). From 1974 to 1983, he was successively the deputy to the prefect of the Franche-Comté region, Inspector of Finance at the French Treasury and deputy to the energy and raw materials director general in the Ministry of Industry. Mr. Prot joined Banque Nationale de Paris in 1983, where he held various positions before being appointed Executive Vice President in 1992 and Chief Executive Officer in 1996. After having been appointed director and Executive Vice President of BNP Paribas in March 2000, then director and Chief Executive Officer of BNP Paribas since June 2003, Mr. Prot was appointed Chairman of the Board of Directors of BNP Paribas on December 1, 2011.
Qatari Diar Real Estate Investment Company
Qatari company having the registration number 29271 with the Qatari Trade Registry.
 
Principal position held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  May 7, 2010 - Expiration of term: 2014 AGM).
 
Description:
Qatari Diar Real Estate Investment Company (Qatari Diar) is a wholly-owned subsidiary of Qatar Investment Authority, Qatar’s sovereign investment fund. A global property developer and investor, Qatari Diar operates in 20 countries throughout the Middle East, Africa and Europe and has total investments of over $60 billion.
 
Permanent representative on the Board of Directors:
Mr. Khaled Mohamed Ebrahim Al Sayed (48).
Khaled Mohamed Ebrahim Al Sayed hold a US degree in electrical engineering and has held a range of positions in various divisions of internationally recognized organizations based in Qatar and the United Arab Emirates. His reputation and expertise in business development and project management brought a significant contribution to Occidental Oil & Gas Corporation and Shell EP International Ltd. Mr. Al Sayed was appointed Group Chief Executive Officer of Qatari Diar based on his leadership skills and focus on results.
Nathalie Rachou (56)
Principal position held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  May 16, 2012 - Expiration of term: 2016 AGM);
Member of the Accounts and Audit Committee since December 12, 2012.
 
Principal position held outside the company:
Founding Partner of Topiary Finance Ltd.
 
Background
Nathalie Rachou is a Founding Partner of Topiary Finance Ltd., a UK-based portfolio management company that she created in November 1999. Mrs. Rachou graduated from the École des Hautes Etudes Commerciales (HEC) in 1978 and began her career at Banque Indosuez (now Crédit Agricole). She was a foreign exchange broker in London and Paris from 1978 to 1982, and was then appointed to manage assets and liabilities and market risks until 1986, before creating the MATIF business and the bank's brokerage subsidiary. She was Company Secretary for Banque Indosuez from 1991 to 1996 and was head of Global Foreign Exchange and Currency Options worldwide from 1996 to 1999. In November 1999, Mrs. Rachou created Topiary Finance and has managed the company ever since. She has been a non-executive director of Société Générale since 2008 (member of the Audit, Internal Control and Risk Committee) and of Altran Technologies since 2012 (member of the Audit Committee). She has also been a French foreign trade advisor since 2001 and sits on the board of ARIS (the Indosuez retiree and former employees' association). Mrs. Rachou is a member of Cercle d'Outre-Manche and is actively involved in associations at HEC.
Paolo Scaroni (67)
Principal position held within the company:
Independent member of the Board of Directors of Veolia Environnement (Initial appointment:  December 12, 2006 - Renewed: May 7, 2009 - Expiration of term: December 31, 2016).
 
Principal position held outside the company:
Chief Executive Officer of ENI (Italy).
 
Background
Paolo Scaroni holds a degree in economics from Bocconi University in Milan and an MBA from Columbia Business School in New York. After spending a year with McKinsey & Company following his MBA, he held various positions between 1973 and 1985 with Saint Gobain, ultimately heading its Flat Glass division. In 1985, Mr. Scaroni became Chief Executive Officer of Techint, while at the same time holding the positions of Deputy Chairman of Falck and Executive Vice President of SIV, a joint venture between Techint and Pilkington plc. He became Chief Executive Officer of Pilkington plc in 1996, a position he held until May 2002. Mr. Scaroni was Chief Executive Officer of Enel from 2002 to 2005 and in June 2005 became Chief Executive Officer of Eni, a position he still holds. 



 

THE ROLE OF THE BOARD OF DIRECTORS

 
Under its chairman, Antoine Frérot, the Board of Directors is responsible for setting Veolia Environnement's strategy and overseeing its implementation. In compliance with the company's articles of association, key decisions are submitted for its approval. The management of the Board of Directors is explained in the Registration Document of the company.

Institut Veolia Environnement 2012-2013 Activity Report
PDF - 1.72 MB
Analysis, anticipation & dialogue


THREE SPECIALIZED COMMITTEES ASSIST THE BOARD OF DIRECTORS

 
The Board of Directors has created three specialized committees, which are detailed in the Registration Document of the company.
 

 
These committees include the following directors:
 
Accounts and audit committee
  • Daniel Bouton (Chairman)(1)
  • Jacques Aschenbroich(1)
  • Paul-Louis Girardot(1)
  • Nathalie Rachou(1)
 
2013 Annual and Sustainability Report
Read the interactive version of the 2013 Annual and Sustainability Report

Nominations and compensation committee
  • Louis Schweitzer(1) (Chairman)
  • Serge Michel
  • Daniel Bouton(1)
Strategy, research, innovation and sustainable development committee
  • Jacques Aschenbroich(1) (Chairman)
  • Paul-Louis Girardot(1)
  • Pierre-André de Chalendar(1)
  • Marion Guillou(1)
 
(1) Independent directors
 

A distinguished, well-informed board of Directors with a majority of independent members.