Indicators handbook

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Corporate Governance
Indicators
Vivendi fully adheres to AFEP and MEDEF Corporate Governance Code of listed corporations (further referred to as AFEP/MEDEF Code). For more
information on corporate governance, please refer to Chapter 3 of the Annual Report 2015 (p. 102-166).
3.1. Independence
3.1.1. INDEPENDENCE OF THE MEMBERS OF THE
SUPERVISORY BOARD
PRESENCE OF AT LEAST 50% INDEPENDENT MEMBERS (1)
ON THE SUPERVISORY BOARD (2), AT LEAST 50% ON THE
REMUNERATION COMMITTEE (2) AND 66.66%
ON THE AUDIT COMMITTEE (2)
GRI UNGC OECD
G4-38, G4-41 - II.6 and 7, III
2015 2014
Supervisory Board 83.3% (3) 83.3% (3)
Audit Committee 83.3% 66.7% (4)
Corporate Governance, Nominations and
Remuneration Committee 66.7% 87.5%
Human Resources Committee(5) - 71.4%
Corporate Governance and Nomination
Committee (5) (6) - 66.7%
MAXIMUM AVERAGE TERM OF OFFICE OF FIVE YEARS
FOR MEMBERS OF THE SUPERVISORY BOARD (2)
GRI UNGC OECD
G4-38, G4-41 - II.6 and 7, III
The term of office of the members of the Supervisory Board is set at four
years (Article 7 of the by-laws).
3.1.2. INDEPENDENCE OF MEMBERS OF THE
SUPERVISORY BOARD TOWARDS EACH
OTHER
PUBLISH THE PROPORTION OF MEMBERS OF THE
SUPERVISORY BOARD WHO HAVE NO CROSSHOLDINGS,
WHO DO NOT SIT ON THE SAME BOARDS AND WHO HAVE
NO COMMON ORIGINS (TRAINING, CAREER, FAMILY) (1) (7)
GRI UNGC OECD
G4-38, G4-40, G4-41 - II.6 and 7, III
2015 2014
Proportion 100% 100%
(1) Definition in the AFEP/MEDEF Code: not to be or have been an employee or corporate officer of a group company during the previous five years; not to be under the control of
the executive of another company; not to have had commercial relations with one of the Group’s customers or suppliers; not to have close family ties with the CEO, not to be a
member of the board of the company for more than twelve years. Beyond the recommendations of the AFEP/MEDEF Code, the extended definition takes into account common
university and professional origins, frequently encountered among French board members.
(2) AFEP/MEDEF Code.
(3) Excluding the employee representative and the employee shareholders representative.
(4) Since June 24, 2014. Until June 24, the Audit Committee comprised 80% independent members.
(5) Since June 24, 2014, only two specialized committees have been assisting the Supervisory Board in fulfilling its duties: the Audit Committee and the Corporate Governance,
Nominations and Remuneration Committee.
(6) In 2014, nominations to the Supervisory Board were examined by the Corporate Governance and Nomination Committee.
(7) Other issues put forward by stakeholders.
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FISCAL YEAR 2015
EXTRA-FINANCIAL INDICATORS HANDBOOK 2015
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