Universal Registration Document 2025

Board of directors

3.1.4.2 Nominating Committee
/ Key figures as of December 31, 2025
  • 5 members
  • 80% independent
  • 60% women
  • 3 meetings
Composition as of the date of this document

Pursuant to article 18.1 of the Afep-Medef Code, the Nominating Committee does not include any executive corporate officers. With the exception of Mrs. Élisabeth Badinter, all members are independent. The contribution of Mrs. Élisabeth Badinter, who has chaired the Committee since February 27, 2007, is essential for the Groupe’s balanced governance. She thus brings over 30 years of experience and her vision in the interest of the Groupe and its stakeholders.

As presented in the introduction to Section 3.1.4, the composition of the Nominating Committee changed in 2025.

Mrs. Antonella Mei-Pochtler and Mr. Thomas H. Glocer replaced Mrs. Suzan LeVine and Mr. Jean Charest on the Committee as of May 27, 2025.

Composition as of the date of this document
Name Attendance rate as of December 31, 2025
Élisabeth Badinter, Chair

Élisabeth Badinter,

Chair

Attendance rate as of December 31, 2025

100%

Thomas H. Glocer

Thomas H. Glocer

Attendance rate as of December 31, 2025

100%

Marie-Josée Kravis

Marie-Josée Kravis

Attendance rate as of December 31, 2025

100%

André Kudelski

André Kudelski

Attendance rate as of December 31, 2025

100%

Antonella Mei-Pochtler

Antonella Mei-Pochtler

Attendance rate as of December 31, 2025

100%

Missions

The missions of the Nominating Committee are detailed in article 9 of the Board of Directors’ internal rules and regulations and are established pursuant to the provisions of article 18.2 of the Afep-Medef Code.

The Nominating Committee deals with all issues relating to the composition of the Board of Directors and Executive Management.

The Chairman and Chief Executive Officer is involved in the work of the Nominating Committee as necessary.

/ Summary of the Committee’s main missions
Summary of the Committee’s main missions
Composition of the Board and Committees Training/skills Succession plan Appointment of key executives

Composition of the Board and Committees

  • Make any appropriate observations on the composition of the Board and committees
  • Propose to the Board the appointment of the Chair of the Board and the Chief Executive Officer(s)
  • Review the independence of the directors
  • Propose to the Board a procedure for selecting future directors
  • Propose to the Board, where applicable, a process for the selection of Deputy Chief Executive Officers

Training/skills

  • Reflect on the Board’s skills needs, including CSR skills
  • Develop a skills matrix for Directors

Succession plan

  • Review the relevance of the governance method
  • Prepare a succession plan for executive corporate officers and key positions
  • Review the succession plans for all key positions prior to any decision by the Chief Executive Officer

Appointment of key executives

  • Propose to the Board candidates for corporate officers of the Company
  • Review proposals for the appointment of members of the Executive Committee (or equivalent) and key executives of Publicis Groupe (Top 20), in consultation with the Chief Executive Officer