Michel Rollier, the managing general partner who has led Groupe Michelin since May 2006, has expressed his intention to step down before his term of office ends.
According to Michelin bylaws, his term ends when he turns 72. Rollier is 67.
In agreement with the Supervisory Board, he will recommend that shareholders at the Extraordinary Meeting on May 13, 2011, elect Jean-Dominique Senard to replace him. Senard is one of the two non-general managing partners elected in May 2007.
Rollier will remain a managing general partner until he decides when to leave once the hand-over has been completed.
“As the Group embarks on a new phase of dynamic growth, I wanted to prepare my succession,” says Rollier. “Working closely with Jean-Dominique over the past six years, I’ve come to appreciate his immense qualities, both as a person and as a business leader.
"If shareholders agree, I know that, when the time comes and after consulting with the supervisory board, I can pass him the baton in complete confidence. Jean-Dominique will then be able to lead the Group with the requisite skills and vision, in complete accordance with Michelin’s values.”
The succession process also involves a proposal to adjust Groupe Michelin's corporate governance procedures, as specified in several resolutions to be submitted to shareholder approval at the Extraordinary Meeting. Those changes are:
1. The terms of office of future managing partners, both general and non-general, would be limited to four years, renewable. As a result, after Rollier leaves, all future managing partners, whether general or not, would be elected to limited terms.
2. The role of the Supervisory Board would be expanded. To strengthen the Supervisory Board’s oversight role, the bylaws would be modified to formally recognize its responsibility for gauging the quality of the partnership’s management. Instead of simply being consulted, as is the case today, the board would have to approve the proposed re-election or removal of future managing partners, as well as their salary.
Rollier has been a managing general partner of Groupe Michelin since May 2005.After joining the group in 1996, he primarily served as chief financial officer. Previously, he had built a long career with the International Paper Group.
Senard, 58, joined Michelin in 2005 as chief financial officer and member of the executive committee. Previously, he exercised financial and operational responsibilities at Total, Saint-Gobain and Pechiney, where he served as chairman of Pechiney SA, member of the executive committee of the Alcan Group.
Managing partners, according to the bylaws, must be individuals and not legal entities. They are elected by shareholders. They can be either general or non-general partners (general partners have unlimited personal liability for Michelin’s debts).
Should the resolutions be adopted, the partnership would be comprised of Rollier and Senard, both managing general partners, and Didier Miraton, non-general managing partner.
The Supervisory Board currently has eight members elected by shareholders for four-year terms. They are: Eric Bourdais de Charbonnière (chairman), Pat Cox, Barbara Dalibard, Louis Gallois, François Grapotte, Pierre Michelin, Laurence Parisot and Benoît Potier. All of them qualify as independent.
