PR Newswire/Les Echos/
PRESS RELEASE
Combined Annual Shareholders' Meeting of May 22, 2013: all the resolutions
submitted have been adopted
Neuilly-sur-Seine, France, May 22, 2013 - The combined annual shareholders'
meeting of Bureau Veritas, chaired by Frank Piedelièvre, took place on
Wednesday May 22, 2013.
All the resolutions submitted to the shareholders' meeting have been adopted,
among which:
* Approval of the statutory and consolidated financial statements for the
financial year ended December 31, 2012 ;
* Allocation of a dividend of 1.83 euro per share that will be payable on June
6, 2013 ;
* Renewal of the term of office of Frank Piedelièvre, Stéphane Bacquaert,
Jean-Michel Ropert and Frédéric Lemoine ;
* Appointment of three directors ;
* Renewal of the delegations of authority and/or financial authorizations; and
* Share capital increase by increasing the nominal value and four-for-one split
in the nominal value.
During the presentation of the Board's reports, Didier Michaud-Daniel, Chief
Executive Officer, presented the key figures and the highlights of the financial
year ended December 31, 2012.
Sami Badarani, Financial Chief Officer, then presented the 2012 financial
results, detailing in particular revenues, adjusted operating profit, earning
per share (EPS), cash flow statement and the financial position.
Didier Michaud-Daniel then presented the business review, the first quarter
revenue and the outlook for 2013.
Frank Piedelièvre, Chairman of the Board, finally presented Corporate
governance and remuneration, share price trends, shareholder structure and
social and environmental responsibility.
Bureau Veritas expands its Board of Directors and Committees
The combined annual shareholders' meeting has approved the appointment of
three directors, Ms Lucia Sinapi-Thomas, Nicoletta Giadrossi and Ieda Gomes
Yell, bringing the number of the female representatives on the Board to 33%
(i.e. 4 out of 12).
During the Board of Directors' meeting held following the combined annual
shareholders' meeting, the current positions of Frank Piedelièvre and
Frédéric Lemoine were renewed respectively as Chairman and Vice-Chairman of
the Board.
The Board of Directors of Bureau Veritas now has twelve members, including seven
independent directors:
* Frank Piedelièvre, * Nicoletta Giadrossi*
Chairman of the Board * Ieda Gomes Yell*
* Frédéric Lemoine, * Pierre Hessler*
Vice-Chairman of the Board * Philippe Louis Dreyfus*
* Stéphane Bacquaert * Jean-Michel Ropert
* Patrick Buffet* * Lucia Sinapi-Thomas*
* Aldo Cardoso* * Barbara Vernicos*
* Independant director
In addition, based on the recommendation of the Nomination and Compensation
Committee, the Board of Directors has strengthened the composition of its three
Committees by appointing:
* Nicoletta Giadrossi as a member of the Nomination and Compensation Committee,
* Ieda Gomes Yell et Stéphane Bacquaert as members of the Strategic Committee,
andLucia Sinapi-Thomas as a member of the Audit and Risk Committee (replacing
Stéphane Bacquaert).
The annual shareholders' meeting also saw the end of the term of office of
Ernest-Antoine Seillière who had not requested the renewal of his mandate as
Board member. The members of the Board of Directors unanimously expressed their
gratitude for the exceptional contribution Ernest-Antoine Seillière has brought
to Bureau Veritas' development for the last eighteen years.
Increasing Bureau Veritas' share liquidity
The annual shareholders' meeting has adopted the resolutions related to an
increase in the Group's share capital by capitalizing amounts deducted from the
" issue premium " account, and a four-for-one split in the nominal value of the
Group's shares.
These transactions will take effect no later than June 24, 2013. They will make
the Bureau Veritas' shares more accessible, particularly to individual
investors, and will thus increase share liquidity. Shareholders will receive
four new shares for one existing share. These transactions are neutral for the
shareholders insofar as the value of their portfolio will not change.
The presentation made during the shareholders' meeting and results of the vote
of the resolutions proposed to the shareholders' meeting will be available on
the Group's website www.bureauveritas.com under Finance / Shareholder
Information / Shareholders' Meeting.
About Bureau Veritas
Bureau Veritas is a world leader in conformity assessment and certification
services. Created in 1828, the Group has almost 60,000 employees in around 1,330
offices and laboratories located in 140 countries. Bureau Veritas helps its
clients to improve their performances by offering services and innovative
solutions in order to ensure that their assets, products, infrastructures and
processes meet standards and regulations in terms of quality, health and safety,
environmental protection and social responsibility.
Bureau Veritas is listed on Euronext Paris and belongs to the Next 20 index
(Compartment A, code ISIN FR 0006174348, stock symbol: BVI).
www.bureauveritas.com
Contacts
Analysts /investors: Press:
finance.investors@bureauveritas.com veronique.gielec@bureauveritas.com
Press release - May 22, 2013
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