Membership structure of the Board of Directors of Safran

At its meeting on February 16, 2023, acting on the recommendation of the Appointments and Compensation Committee, the Board of Directors took the following decisions concerning the terms of office of Directors expiring at the close of the 2023 Annual General Meeting which will be submitted to the vote of the shareholders :

• the appointment of Fabrice Brégier as an independent Director, replacing Jean-Lou Chameau who loses his status as an independent Director after his 12 years in office;
• the re-appointment of Laurent Guillot as an independent Director;
• the ratification of the appointment of Alexandre Lahousse upon the proposal of the French State on July 27, 2022[1] and his re-appointment as a Director;
• the ratification of the appointment of Robert Peugeot as an independent Director on December 19, 2022[2].

“Given his extensive experience with the Airbus group, Fabrice Brégier has an in-depth knowledge of our aeronautics, defense and space industries. Moreover, he would bring to the Board of Directors his expertise as an executive and director of international groups, as well as his skills in the digital environment.

On behalf of the Board, I would like to thank Jean-Lou Chameau, whose term of office will expire at the close of the 2023 Annual General Meeting, for his 12 years of involvement in the work and deliberations of the Board,” said Ross McInnes, Chairman of the Board of Directors of Safran.

As a reminder, the Board of Directors had already deliberated (press release dated October 28, 2022) on the situations of the Chairman, Ross McInnes, and the Chief Executive Officer, Olivier Andriès, whose terms of office as Director and, respectively, Chairman and Chief Executive Officer will expire at the close of the 2023 Annual General Meeting, and took the following decisions:

• to propose to the Annual General Meeting that Ross McInnes be re-appointed as a Director for a term of 4 years and, assuming the Annual General Meeting votes in favour, that he be re-appointed as Chairman of the Board for the duration of his term as a Director;
• to confirm the re-appointment of Olivier Andriès as Chief Executive Officer at the close of the Annual General Meeting and to propose to the Meeting that he be re-appointed as a Director for a term of 4 years.

The Board of Directors also noted the resignation of Sophie Zurquiyah as an independent Director, for personal and professional reasons, effective as of February 28, 2023. She has decided to re-direct the focus of her work to the United States.

Lastly, the Board was informed of Stéphanie Besnier’s decision to give a new direction to her career and to leave the Agence des participations de l'État. Her departure entails the end of her functions as representative of the French State on the Board of Directors. The French State has appointed Céline Fornaro to replace her as of February 17, 2023. Céline Fornaro has been heading the Finance division at the Agence des participations de l'État since June 2022 after a significant experience in international investment banking and in the aeronautics industry. She has acquired a solid expertise in governance, leadership, communication and financial analysis.

If the 2023 Annual General Meeting follows all the proposed recommendations on the appointments and re-appointments, the number of Directors would be reduced from 17 to 16, of which 66.7% would be independent Directors and 41.7% women.

Profile – Fabrice Brégier:

Born in 1961, Fabrice Brégier, a French national, is a graduate engineer of École Polytechnique and Chief Engineer of the Corps des Mines. Fabrice Brégier has 25 years’ experience in the aeronautics, defense and space industries.

After serving as an advisor to several French ministers, Fabrice Brégier joined Matra Défense in 1993.

He was successively Chief Executive Officer of MBD/MBDA, European leader in missiles, from 1998 to 2003, then Chief Executive Officer of Eurocopter, European leader in helicopters, from 2003 to 2006.

He joined Airbus at the end of 2006 as Chief Operating Officer, before taking over as Chief Executive Officer from 2012 to 2018.

Fabrice Brégier has been Chairman of Palantir France since October 2018. He is also a director of Scor and Engie.

 

[1] Press release dated July 28, 2022

[2] Press release dated December 19, 2022