162
Annual Report -
2013
-
Vivendi
3
Information About The Company | Corporate Governance |
Reports
compensation of Management Board members and the Group’s senior
executives. Criteria that are relevant, measurable and verifiable have
been set for each business unit based on their respective expertise and
positioning. Accordingly, the calculation of bonuses for the persons in
question requires an assessment of their personal contribution to the
Group’s sustainable development strategies, such as protecting and
empowering young people in their use of media and cultural habits,
promoting cultural diversity and narrowing the digital divide.
All principles and rules established by the Supervisory Board concerning
deferred compensation and benefits of Management Board members,
the Chairman and the corporate officers of the principal Group
subsidiaries are listed in Sections 3.3 and 3.4 of Chapter 3 of this
Annual Report.
Provisions related to the performance criteria for the vesting of
performance shares are described in Section 3.4.2 of Chapter 3 of this
Annual Report.
4.1.4.
Conditions for the Holding of Vivendi Shares by Board Members and Corporate Officers
These conditions are detailed in Sections 3.4.8 and 3.4.9 of Chapter 3
of this Annual Report.
Since January 1, 2007, the Chairman of the Management Board, the
members of the Management Board and the General Management
and senior executives of subsidiaries have been required to establish
a target portfolio of Vivendi shares corresponding to three years,
two years and one year of gross compensation (fixed compensation and
target bonus), respectively. These portfolios must be held continuously
until the end of their respective terms of office. In February 2014, the
Supervisory Board reported on the application of this program and
acknowledged its proper implementation.
4.1.5.
Terms and Conditions Governing Shareholder Attendance at General Meetings
Each shareholder is entitled to a number of votes equal to the number
of shares the shareholder owns or represents at all shareholders’
meetings.
For a description of the terms and conditions governing shareholders’
attendance at General Meetings, please see Section 2.1.4 of Chapter 3
of this Annual Report.
4.2.
Vivendi’s Equal Opportunities Policy
At the Supervisory Board meeting of December 11, 2013, the
Supervisory Board discussed gender equality within the Group, after
examining the Human Resources Committee’s report on this issue.
In 2013, 38% of employees in the Group were women (compared to 37%
in 2012). The share of women in management positions of the Company
was 37%, in line with their overall employment rate.
In October 2013, Vivendi participated in a study on the ratio of male to
female Corporate Officers that was carried out among companies of
the SBF 120 by
Ethics & Board
, an international observer of corporate
governance of publicly traded companies. This study was performed
under the sponsorship of the Ministry of Women’s Rights in France
(
Ministère des Droits des Femmes
). Vivendi was ranked 38
th
overall and
ranked 4
th
for the male to female ratio on its Supervisory Board, where
38% of members are women (five women among thirteen members)
and was ranked 56
th
for the percentage of women managers within the
Group as a whole.
To improve gender equality within the Group, at the Supervisory Board
meeting of December 14, 2011, the Supervisory Board approved the
implementation of a two-fold initiative: mentoring and networking. A
status report was prepared and presented to the Supervisory Board at
its meetings of December 13, 2012 and December 11, 2013.
Launched in 2012, the “Andiamo” network continued its activities
in 2013, with meetings in dedicated sessions and personal development
workshops. These activities allowed women in the network to be
inspired by role models and to learn from and share experiences with
researchers, coaches and consultants in relation to issues relating
to leadership positions. The network now has approximately thirty
members, composed entirely of women at the same seniority level.
In 2013, a mentoring initiative was launched, involving twelve women
in the Andiamo network. This program was encouraged at the Group’s
highest levels and twelve senior managers agreed to be mentors.
The objective of the mentoring initiative is to promote and develop
a pool of future managers, encourage diversity and propose a new
leadership style, balancing efficiency, performance, cooperation and
connections. This program was developed in the form of following
a career path over one year, coordinated around three pedagogical
approaches: mentors for advice, inspiration and networking; individual
coaches to draw out new individual potential; and co-development
workshops to enhance collective and relational knowledge. Participants
warmly thanked the Supervisory Board and the Management Board
for this initiative, which allowed them to advance in their leadership
positions and achieve greater balance between their personal and
professional lives.
