Axway
Investor Relations

Nomination, Ethics and Governance Committee

Nomination, Ethics and Governance Committee members:

  • Kathleen Clark Bracco - President
  • Pierre Pasquier - Member
  • Hervé Dechelette - Member
  • Pascal Imbert - Member
  • Pierre-Yves Commanay - Member

The Nomination, Ethics and Governance Committee is composed of the Chairman of the Board of Directors and between three and six other members appointed by the Board. The committee meets at the request of its Chairman or any two of its members. It also meets prior to the approval of the agenda for the Annual General Meeting, to examine the proposed resolutions submitted that relate to the positions held by members of the Board of Directors.

The main responsibilities of the Nomination, Ethics and Governance Committee are to:

  • Propose appointments of members of the Board of Directors and company officers, particularly in the event of an unforeseen vacancy
  • Evaluate the work of the Board of Directors, and the Group's corporate governance
  • Verify that in all of the Group's business lines, at all of the subsidiaries under its control, in all communications issued and in all legal transactions entered into in its name, the Group's values are respected, defended and promoted by its company officers, senior executives and employees
  • Verify the application of rules of good governance within the Company and its subsidiaries
  • Assess the independence of Directors in order to prepare the Board's discussions on this subject
  • Consider and propose any changes it deems useful or necessary in the procedures or membership of the Board of Directors

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