Séché Environnement: Change in Corporate Governance

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Separation of the roles of Chairman and Chief Executive Officer
Reorganization of the Board of Directors

CHANGÉ, France--(BUSINESS WIRE)-- Regulatory News:

Driven by positive trends on its markets and its leading strategic positions around the world, Séché Environnement (Paris: SCHP) can now reaffirm its ambition of delivering sustainable and value-creating growth, backed by the long-term commitment of its majority shareholder, Séché Group SAS, which recently increased its capital holding1.

To this end, and with the constant aim of ensuring the Group meets the highest standards, Joël Séché presented the Board of Directors with a plan to adjust its governance structure by separating the roles of Chairman and Chief Executive Officer and reorganizing the Board of Directors with a smaller team, fully respecting the principles of ensuring Board members have complementary skills, independence and gender equality.

On November 12, 2019, the Board of Directors unanimously approved this proposal which meets the AFEP-MEDEF code and will lead to the following changes from December 10, 2019:

1. Separation of the roles of Chairman and Chief Executive Officer

Joël Séché, founder of Séché Environnement, remains Chairman of Séché Environnement ;
Maxime Séché has appointed Chief Executive Officer of Séché Environnement.

2. A smaller Board of Directors meeting the best governance practices by offering complementary skills, independence and gender equality

The Board of Directors will now have 8 members with complementary expertise, plus one non-voting Director:

Joël Séché, age 64, Chairman of Séché Environnement
Maxime Séché, age 35, Chief Executive Officer of Séché Environnement
Guillaume Cadiou, age 42, Chairman of the Management Board of Kepler Cheuvreux
Philippe Guérin, age 48, Director representing employees
Anne-Sophie Le Lay, age 48, Corporate Secretary of Air France - KLM group
Marina Niforos, age 50, Chairman of Logos Global Advisors
Pascaline Peugeot de Dreuzy, age 61, Chairman of P2D TEchnology
Philippe Valletoux, age 76, Vice Chairman of the Dexia Crédit Local Executive Committee until 2009
Guillaume Séché, age 37, serves as non-voting Director.

The Board of Directors extends its profound gratitude to Jean-Pierre Vallée, Carine Salvy and Christophe Gégout who submitted their resignations today. Their contributions have been invaluable in establishing the Group’s strategy, including the need to review the Group’s internal organization. Their work and the expertise they brought the Board and its specialized committees (Audit Committee, Compensation and Appointments Committee, Strategic Committee) complemented rightly that of the other Board members and enabled Séché Environnement to embark upon its recent change of scale, which involved reinforcing its management teams and expanding the Group, in particular via acquisitions abroad.

The Board of Directors, that comprises 3 women as Directors (43%% of its members according to current regulations in this matter), has henceforth 4 independent Directors namely Guillaume Cadiou, Pascaline Peugeot de Dreuzy, Anne-Sophie Le Lay and Marina Niforos.

Meeting the best governance practices, the reformatted Board brings together all the skills needed to address with value-added the challenges arising with Séché Environnement’s growth2.

In particular, the Board can offer leading expertise on the key topics arising with the ongoing change in scale, such as approving the growth strategy, identifying industrial challenges, overseeing the Group’s international expansion and managing key financial issues. The Board will also insure the implementation of the Group’s risk management initiatives.

Calendar
Investor Day	December 17, 2019
Annual results at December 31, 2019	March 9, 2020 after market close

About Séché Environnement

Séché Environnement is one of France’s leading players in the recovery and treatment of all types of waste, from both industry and local communities.

Séché Environnement is the leading independent operator in France. It is uniquely positioned as a specialist in highly complex waste, operating within regulated waste recovery and treatment markets with high barriers to entry and develops cutting edge hazardous and non-hazardous waste recovery and treatment solutions.

Its facilities and expertise enable it to provide high value-added solutions to its industrial and public authority clients, targeting the challenges of the circular economy and sustainable development requirements, such as:

the material and energy recovery of hazardous and non-hazardous waste;
a comprehensive range of treatment solutions for solid, liquid and gaseous waste (thermal, physical-chemical and radiation treatment, etc.);
the storage of final hazardous and non-hazardous waste;
eco-services such as decontamination, decommissioning, asbestos removal and rehabilitation;
the global management of environmental services under outsourcing agreements.

Leveraging its extensive expertise, Séché Environnement operates in more than 15 countries around the world and is developing rapidly internationally through organic growth and acquisitions. Already operating in Europe (Spain and Germany, and now Italy) Séché Environnement has recently taken a leading position in Latin America (Peru and Chile) and in South Africa.

The Group currently employs around 4,900 people worldwide (including about 2,000 in France).

Séché Environnement has been listed on Eurolist by Euronext (Compartment B) since November 27, 1997.

It is eligible for equity savings funds dedicated to investing in SMEs and is listed in the CAC Mid&Small and Enternext PEA-PME 150 indexes.

Important notice

This press release may contain information of a provisional nature. This information represents either trends or targets as of the date of publication of the press release and may not be considered as results forecasts or as any other type of performance indicator. This information is by nature subject to risks and uncertainties which are difficult to foresee and are usually beyond the Company’s control, which may imply that expected results and developments differ significantly from announced trends and targets. These risks notably include those described in the Company’s Registration Document, which is available on its website (www.groupe-seche.com). This information therefore does not reflect the Company’s future performance, which may differ considerably, and no guarantee can be given as to the achievement of these forward-looking figures. The Company makes no commitment on the updating of this information. More detailed information on the Company can be obtained on its website (www.groupe-seche.com), in the Regulated Information section. This press release does not constitute an offer of shares or a solicitation in view of an offer of shares in any country, including the United States. Distribution of this press release may be subject to the laws and regulations in force in France or other countries. Persons in possession of this press release must be aware of these restrictions and observe them.

APPENDIX: BIOGRAPHY OF SECHE ENVIRONNEMENT’S DIRECTORS

Guillaume Cadiou

A graduate of the École Polytechnique, the École Nationale des Ponts et Chaussées and the Collège des Ingénieurs, Guillaume Cadiou began his career as Deputy Head of the European Union Finance and Policy Bureau within the Budget Office of the French Ministry of the Economy, Finance and Industry from 2003 to 2006. From 2006 to 2008, he was a Project Manager reporting to the Chief Financial and Strategy Officer at Caisse des Dépôts et Consignations (CDC). From 2008 to 2010, Guillaume Cadiou was Deputy Director of the Prime Minister’s private office in charge of implementing the economic recovery plan. He held the position of Director of Strategy and Development of Imerys Group from 2011 to 2014, before becoming Chief Executive Officer of one of its subsidiaries from 2014 to 2017. He has been Chairman of the Management Board of Kepler Cheuvreux since January 2018.

Pascaline de Dreuzy

A physician with the Hôpitaux de Paris and a graduate of EMBA-HEC, Pascaline de Dreuzy holds a Corporate Director’s Certificate from the Institute of Political Studies of Paris/French Institute of Corporate Directors. Currently enrolled in a program to obtain an ICCF-HEC Certificate of Corporate Finance, she has been managing group-wide, innovative and pioneering projects for the Necker Children’s Hospital Group in Paris for over 25 years. There she developed her skills as a leader in crisis management (palliative care, pediatric emergencies, emergency services, etc.) and as a manager of resource-constrained environments. From 2011 to 2013, she served as a doctor-manager at a number of strategy consulting firms (ANAP, Arthur Hunt) before founding her own company, P2D Technology, devoted to building bridges between industry and health care through new technologies in order to promote home-support services; its services combine human and digital solutions to improve the quality of patients’ lives and to cut costs within the French national health system. Pascaline de Dreuzy has been a member of the Committee of Experts of a fund investing in innovation (Life Sciences, Digital and Environmental Technologies) at Bpifrance since 2015. At the same time, she entered the business world early as a director of one of the family holding companies controlling the PSA Group. She is very involved in corporate governance: as part of her mandate on the board of the French Institute of Corporate Directors (Institut Français des Administrateurs), she joined a number of groups of experts: CSR, Integrated Reporting, Risk Appetite, Governance of Family-Owned Businesses, Role of Boards of Directors in front of climate change.

Philippe Guérin

Philippe Guérin has vast experience in the waste treatment industry. He joined Trédi in 1991 under an Automation Command and Control internship and later became Assistant Manager of the Electrical Maintenance and Instrumentation & Control Department before joining the Production Department as Supervisor in 2010. Since the control rooms were merged, he has been a console operator. Philippe Guérin was Secretary of the Works Council and a member of the Trédi Central Works Council. He was also the Secretary of the Group Works Council.

Marina Niforos

A graduate of INSEAD (MBA), Cornell University, the University of Pennsylvania and John Hopkins University (majoring in Public Administration, International Relations and Economics), Marina Niforos worked for part of her career at the World Bank (1993 to 1998) for the benefit of Latin America and the Caribbean, where she was responsible for development strategy and the management of the Bank’s investment portfolio (specifically Colombia and Ecuador). From 2001 to 2004, she served as Director of Strategy Europe of PackVentrues (capital-risk division ofPackaging pole) for the Pechiney Group before becoming Senior Financial Analyst reporting to the Vice-President of Strategy and the Chairman. She was Executive Director of the INSEAD Diversity and Leadership Center from 2007 to 2010, when she became Chief Executive Officer of the American Chamber of Commerce in France, which she left in 2014. Marina Niforos has been Chairman of Logos Global Advisors, a strategic and emerging technologies advisory firm, since 2015. In addition, since February 2017, she has been serving as a non-executive member of the Board of Directors of the Hellenic Corporation of Assets and Participations, where she chairs the Governance and Appointments Committee. She is also a member of the Board of Directors of the European Network of Women in Leadership and the U.S. National Commission for UNESCO.

Anne-Sophie Le Lay

Anne-Sophie Le Lay has been Corporate Secretary of the Air France-KLM Group since January 2018. She is a member of the group’s Executive Committee and Secretary of the Board of Directors. A legal practitioner at the Paris Bar and holding a Master’s degree in Business and Real Estate Law, Anne-Sophie Le Lay began her professional career in 1996 as a specialist lawyer in business and real estate law in Paris. She later moved overseas to Toronto, Canada, where she worked as a consultant in a law firm. In 2001, she joined the Legal Affairs Department at Renault Group, initially responsible for the legal arrangements for the sale of the land of Renault’s former Billancourt plant site. In 2007 she took over the management of the Environment and Real Estate Law Department. A year later, she was placed in charge of the Legal Affairs Department for the Europe/Mediterranean region. In that capacity, she was a member of the negotiating team with the Kingdom of Morocco to set up the Tangier plant. At the same time, she managed a number of cross-cutting issues linked to the international development of the Renault Group within the context of the Renault-Nissan Alliance. From 2011 to February 2018, she was General Counsel for the Renault Group.

Joël Séché

Born into a family of entrepreneurs in the French département of Mayenne, he founded his first company at the age of 20. After starting out in the hauling business, he took over his family’s civil engineering business, which employed a dozen or so people, and rapidly moved it to a nascent sector in the mid-1980s: waste treatment. Joël Séché has always been a frontrunner and he developed his company with a constant focus on environmental integration and the human aspect. His was the first company in the waste management business to obtain ISO 14001 certification for its environmental management.

To finance its growth, he listed Séché Environnement on the stock market in 1997, using the funds raised to acquire first Alcor (2001) then Trédi (2002).

The Group has secured an international presence with multiple expertise in the recovery and treatment of all types of waste. It now employs 4,900 people and ranks among the leaders in the waste management sector in France.

Maxime Séché

A graduate of the EDHEC’s “Grande Ecole” program specializing in entrepreneurship, Maxime Séché began his career in the financial sector, first at Societe Generale in Paris and London where he worked as a utilities sector analyst before moving on to the private equity department of Paris Orléans. He then gained entrepreneurial experience as co-founder of an investment fund dedicated to renewable energies, and a software services company serving the renewable energies sector. Maxime Séché has been working for the company under a permanent employment contract since December 2013. He served first as Head of Strategy then as Deputy Chief Executive Officer, and is currently Chief Executive Officer.

Philippe Valletoux

Philippe Valletoux successively held the positions of Special Advisor to the Groupe Central des Villes Nouvelles (Central Agency for New Towns), Special Advisor to the Ministry of the Interior, and Head of Research in the Local Development Department of the Caisse des Dépôts et Consignations. From 1995 to 2009 he was President of Floral (bond issues for local authorities). In 1987 he took charge of the Department of Local Financing at Crédit Local de France, where he was also advisor to the Chairman. In 2000, he joined Dexia Crédit Local as Vice Chairman of the Executive Committee until leaving in 2009.

1 See press release from the majority shareholder Séché Group SAS dated June 28, 2019.

2 A biography of each member of the Board of Directors is included as an appendix to this press release. Information about the company’s directors is also provided on pages 201 to 208 of the 2018 Registration Document