Back 2003-01-29: Vivendi Universal Board Meeting of January 29, 2003 Appointment of three new directors The Board of Directors has appointed three new directors: Gérard Brémond, Chairman and CEO of Pierre & Vacances Group, Bertrand Collomb, Chairman and CEO of Lafarge, and Paul Fribourg, Chairman and CEO of ContiGroup Companies. The Vivendi Universal Board now has 12 directors, including nine independent directors. Strengthened governance policy: new organization for the committees and new Internal Charter for the Board The committees of the Board of Directors are now composed as follows: - Audit Committee: Henri Lachmann (Chairman), Fernando Falco and Gérard Brémond (independent directors only, in compliance with the Sarbanes-Oxley Act) - Strategy and Finance Committee: Claude Bébéar (Chairman), Edgar Bronfman Jr., Gerard Kleisterlee and Paul Fribourg - Human Resources Committee: Marie-Josée Kravis (Chairman), Dominique Hoenn, Bertrand Collomb and Paul Fribourg - Corporate Governance Committee: Claude Bébéar and Edgar Bronfman Jr. (Co-chairmen), Marie-Josée Kravis and Bertrand Collomb. The Board examined the most recent recommendations on corporate governance in France and the United States (the Bouton report in France and the Sarbanes-Oxley Act in the U.S.A.). Having done so, and on the recommendation of the Corporate Governance Committee, it adopted an Internal Charter to apply to the Board’s workings. The objectives of the charter are to: - set out the composition of the Board, in order to guarantee the independence of its decisions; - define the Board’s role and powers and to reinforce its control measures; - optimize the functioning of the Board by defining the organization of its meetings, its right to information and the work to be performed by its committees; - serve as a reference for the regular assessment of its functioning that the Board will have to carry out; - set out rules for transactions involving the company’s securities; - more generally, ensure that the company’s management adheres to the latest regulations guaranteeing compliance with the fundamental principles of corporate governance. These new corporate governance rules contribute to achieving the objectives of transparent and clear information that Chairman and CEO Jean-René Fourtou set out on behalf of the company in July 2002. CONTACTS : Média Paris Antoine Lefort:+33 (1).71.71.1180 Agnès Vétillart:+33 (1).71.71.3082 Alain Delrieu:+33 (1).71.71.1086 New York Anita Larsen:+(1) 212.572.1118 Inverstor Relations Paris Daniel Scolan:+33 (1).71.71.3291 Laurence Daniel:+33 (1).71.71.1233 New York Eileen McLaughlin:+(1) 212.572.8961 Please click here to read the press release (PDF format)