Board of Directors
The Board of Directors, appointed by the shareholders, is composed of 16 members, two of whom are employee representatives. 11 directors are independent. Members of our Board of Directors are appointed for a maximum term of four years; reappointment of Directors is done on a rotation basis.
The Board of Directors defines the strategic business guidelines and directions of the Company, and supervises their implementation. Subject to the powers expressly attributed to the Shareholders’ General Meeting, and within the scope of the company’s corporate purpose, the Board of Directors’ powers cover all issues relating to the proper management of the company and through its decisions the Board determines all matters falling within its authority.
Each year, the Board of Directors conducts a review to ensure that there is an appropriate balance in its composition. In particular, the Board seeks to ensure gender balance and a broad diversity of backgrounds and countries of origin, international experience, reflecting Sanofi’s status as a diversified global business.
As of May 2017, women represent 43% of members. 6 Directors are non-French.
Above all, the Board seeks directors who show independence of mind and who are competent, dedicated and committed.
Independence of board members
Under the terms of the AFEP-MEDEF corporate governance code of listed corporations, a Director is independent when he or she has no relation of any kind whatsoever with the company, its group or its management that may interfere with his or her freedom of judgement.
As of May 2017, 79% of members are independent.
Composition of the Board of Directors
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As of May 2018, the Board of Directors comprises the following members:
* Independent Director
Directors representing employees
|Director||Age||Nationality||First appointed||Term expires||Senority||AC||AGC||CC||SC||SciC|
|Serge Weinberg, Chairman of the Board(a)||67||French||2009||2019 AGM||9||C||C||√|
|Olivier Brandicourt, Chief Executive Officer||62||French||2015||2022 AGM||3||√|
|Laurent Attal||60||French||2012||2020 AGM||6||√||√|
|Emmanuel Babeau(a)||51||French||2018||2022 AGM||0||√|
|Bernard Charlès(a)||61||French||2017||2021 AGM||1|
|Claudie Haigneré(a)||61||French||2008||2020 AGM||10||√||√|
|Patrick Kron(a)||64||French||2014||2022 AGM||4||√||C||√|
|Fabienne Lecorvaisier(a)||55||French||2013||2021 AGM||5||C|
|Melanie Lee(a)||59||British||2017||2021 AGM||1||√|
|Suet-Fern Lee(a)||60||Singaporean||2011||2019 AGM||7|
|Christian Mulliez||57||French||2004||2022 AGM||14||√||√|
|Marion Palme(b)||35||German||2017||2021 AGM||1|
|Carole Piwnica(a)||60||Belgian||2010||2020 AGM||8|
|Christian Senectaire(b)||53||French||2017||2021 AGM||1|
|Diane Souza(a)||65||American||2016||2020 AGM||2||√||√|
|Thomas C. Südhof(a)||62||German/American||2016||2020 AGM||2||C|
AC: Audit Committee
AGC: Appointments and Governance Committee
CC: Compensation Committee
SC: Strategy Committee
SciC: Scientific Committee
(a) Independent director
(b) Director representing employees