Combined General Meeting of January 31, 2025
01 February 2025 - 5:00AM
UK Regulatory
Combined General Meeting of January 31, 2025
Paris, France – January 31, 2025
– The Combined Annual General Meeting of Atos SE
shareholders convened to approve the 2023 financial statements was
held today at the Company’s registered office, chaired by Philippe
Salle, Chairman of the Board of Directors until today and Chairman
and Chief Executive Officer as of February 1, 2025.
Broadcast live on the Atos website, the Annual
General Meeting was a key opportunity to inform and exchange views
with shareholders, who approved all the resolutions
submitted to the vote.
In particular, the Annual General Meeting
approved the statutory and consolidated financial statements for
the 2023 financial year.
Detailed voting results and a replay of the
Annual General Meeting will be available on the Atos website (under
Investors – Annual General Meeting).
Changes to the Board of Directors
composition
The Annual General Meeting approved all the
ratifications of appointments submitted to it. In particular, the
ratification of Philippe Salle’s appointment was approved by 94.18%
of the votes cast.
The shareholders approved the renewal of Sujatha
Chandrasekaran’s term of office as Director, and the appointments
of Joanna Dziubak and Hildegard Müller as new Directors.
At the close of the Annual General Meeting, the
Board of Directors noted the end of Mandy Metten’s term of office
as the second Director representing employees, with the Board
reduced to eight members (excluding the Director representing
employees), and the expiry of the terms of office of Alain Crozier,
Katrina Hopkins, Monika Maurer and Astrid Stange.
On the recommendation of the Nomination and
Governance Committee, the Board of Directors has decided to appoint
Mandy Metten as a censor to the Board of Directors, with effect
from today, subject to ratification by the next Annual General
Meeting.
The Board again noted the resignation of Jean
Pierre Mustier from his duties as Chief Executive Officer and
Director of the Company with effect from today. The Board also
reiterated its unanimous decision of October 14, 2024 to combine
the roles of Chairman and Chief Executive Officer, and to appoint
Philippe Salle as Chairman and Chief Executive
Officer with effect from February 1, 2025. The Board would
like to thank Jean Pierre Mustier, who remarkably steered the
Group’s restructuring, for his unfailing commitment and
contribution to the Group’s success, as well as for the exemplary
transition he implemented with Philippe Salle.
At the close of the Annual General Meeting and
the Board of Directors, the Atos Board of Directors comprised
nine Directors, of whom 75% are
independent Directors1 and 62.5% are
women2, and one censor:
- Philippe Salle, Chairman and Chief
Executive Officer
- Laurent Collet-Billon*,
Vice-Chairman of the Board of Directors
- Elizabeth Tinkham*, Lead
Independent Director
- Sujatha Chandrasekaran*
- Joanna Dziubak*
- Farès Louis, Director representing
employees
- Françoise Mercadal-Delasalles*
- Jean-Jacques Morin*
- Hildegard Müller
- Mandy Metten, censor
* Independent Directors
The Board of Directors has also amended its
Internal Rules3, in particular to
strengthen the duties and resources of the Lead Independent
Director, whose appointment is now mandatory when the roles of
Chairman and Chief Executive Officer are combined. The matters
reserved to the Board of Directors have also been extended.
Changes to the Board Committees
composition
Taking into account its renewed composition, the
Board has restructured its committees, as of today, on the
recommendation of the Nomination and Governance Committee:
- Audit Committee: Jean-Jacques
Morin* (Chair); Laurent Collet-Billon*; Joanna Dziubak*; Sujatha
Chandrasekaran*
- Nomination and Governance
Committee: Elizabeth Tinkham* (Chair); Sujatha Chandrasekaran*;
Farès Louis; Joanna Dziubak*
- Remuneration Committee: Laurent
Collet-Billon* (Chair); Farès Louis; Françoise
Mercadal-Delasalles*; Hildegard Müller
- CSR Committee: Françoise
Mercadal-Delasalles* (Chair); Hildegard Müller;
Farès Louis
* Independent Directors
Philippe Salle, Chairman of the Board of
Directors of Atos SE, said: “I am delighted by the
confidence expressed by our shareholders. With a more compact and
strengthened Board of Directors, we are fully mobilized and focused
on deploying the Group’s new strategy. On behalf of the entire
Board of Directors, I would like to thank the Directors whose terms
of office have ended for their commitment and contribution to Atos
during this critical period.”
***
About Atos
Atos is a global leader in digital
transformation with c. 82,000 employees and annual revenue of c.
€10 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: David Pierre-Kahn
| investors@atos.net | +33 6 28 51 45 96
Individual shareholders: 0805 65 00 75
Press contact: globalprteam@atos.net
1 In accordance with article 10.3 of the
AFEP-MEDEF Code, the Director representing employees is not taken
into account in determining the percentage of independent
members.
2 In accordance with the law, the Director
representing employees is not taken into account in determining the
parity ratio on the Board of Directors.
3 Available on the Atos website, under Investors
- Corporate Governance.
- PR - Combined General Meeting of January 31 2025 - Post-AGM -
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