Corporate governance

Independent Board of Directors

When the company was listed on the stock market in 1999, neopost wanted its Board of Directors to be able to act independently in every way. The directors were therefore recruited for their independence, competence and cultural diversity.

There are eleven directors on neopost’s Board of Directors, of whom eight are independent in accordance with the Viénot and Bouton reports. The composition of the Board gives considerable room to managers who either are not French or have extensive international experience. These directors have worked or are working in major international groups whose business has aspects in common with neopost’s.

The Board of Directors approves the Group’s major strategic directions and major operations, including acquisitions and internal developments. To assist decision-making, it is supported by three specialist committees: the appointments, remuneration and audit committees. In March 2004, the Board approved by laws with the purpose of defining the Board of Directors’ role and operation, as well as the rights and commitments of, and recruitment practices for, its members.
In 2006 the Board met five times and had an attendance rate of 82%. The appointments and remuneration committees each met twice in 2006 while the audit committee met twice.

Jean-Paul Villot; Chairman, he joined neopost in September 1995. He was chairman and CEO from 1996 to June 2007. He previously held management positions at Bull, Schlumberger and Océ in France and abroad. He is a member of the appointments committee.

Denis Thiery; Chief Executif Officer, he joined neopost in 1998. He was Chief Financial Officer and was appointed Chief Executive Officer in June 2007.

Henk Bodt*; He joined neopost as a director in June 1999 after having been Vice-President of the Philips group and President of Océ. He is a member of the audit committee.

Bernard Bourigeaud*;Chairman of the Board of Atos Origin, he became a director of neopost in July 2004.

Jacques Clay*; He has been a director of neopost since January 2003 and is member of the audit committee. He has spent most of his career with Hewlett Packard in Europe and the United States, as head of the PC division.

Cornelius Geber*; He has been a director of neopost since July 2002. He has worked as a consultant to senior management of the German postal service and was Chairman of Kühne & Nagel Consulting. He is a member of the appointments and remuneration committees.

Michel Guillet ; He became a director of neopost in September 1997. He was managing partner and one of the founders of BC Partners. He is a member of the appointments and remuneration committees.

Éric Licoys*; He joined neopost as a director in July 2003 after having been chairman of Fonds Partenaire Gestion and managing director of Vivendi Universal. He is a member of the appointments committee.

Michel Rose*; Deputy managing director of Lafarge with responsibility for the cement business, he became a director of neopost in July 2005.

Raymond Svider*; He has been a director of neopost since July 1997. He is managing par tner of BC Partners and is a member of the audit committee.

Agnes Touraine* ; She became a director of neopost in July 2007. She is president of Act III Consultants, a management consulting firm.

* Independent directors.