Board of Directors
Board of Directors
Aperam places a strong emphasis on corporate governance. Aperam has four independent directors on its seven member Board of Directors, and the Board’s Audit and Risk Management Committee and Remuneration, Nomination and Corporate Governance Committee are each comprised exclusively of independent directors. Mr. Lakshmi N. Mittal is the Chairman of the Board of Directors.
A member of the Board of Directors is considered “independent” if:
- he or she is independent within the meaning of the NASDAQ Listing Rules, as amended from time to time, or any successor manual or provisions, subject to the exemptions available for foreign private issuers,
- he or she is unaffiliated with any shareholder owning or controlling more than two percent (2%) of the total issued share capital of the Company
- the Board of Directors makes an affirmative determination to this effect. For these purposes, a person is deemed affiliated to a shareholder if he or she is an executive officer or a director who is also employed by the shareholder, a general partner, a managing member, or a controlling shareholder of such shareholder.
The 10 Principles of Governance of the Luxembourg Stock Exchange, which constitute Aperam’s domestic corporate governance code, require Aperam to define the independence criteria that apply to its directors.
The Board is assisted by a Company Secretary (Laurent Beauloye), who also acts as Secretary of all the Board Committees. The Company Secretary fulfills those tasks and functions that are assigned to him by the Board of Directors. In particular, the Company Secretary ensures that all Directors are timely and properly informed and receive appropriate documentation for the performance of their tasks.
There is no requirement in the Company’s articles of association that directors be shareholders of the company.
The seven members of the Board of Directors are set forth below.
Mrs. Bernadette Baudier is Senior Vice President Corporate Affairs of the Exploration & Production Division of Total since 2016 with responsibilities covering Finance, Compliance, Legal, Human Resources, Communication and IT.
Previously, she was Senior Vice President for Internal Control and Audit of Total Group (2013-2016). From 2008 to 2012 she was Senior Vice President Finance, Human Resources, Communication & Legal of the Gas & New Energies Division of Total. Prior to that she held various positions in Finance within Total Group.
She started her career at Total in 1988 and worked for Société Générale from 1984 to 1988. Mrs. Baudier is a graduate of École des Hautes Études Commerciales (HEC). Mrs. Baudier is a citizen of France.
Mr. Joseph Greenwell has a career of 40 years in the motor industry and held senior roles in Jaguar Land Rover, Ford of Europe and Ford North America. Mr. Greenwell was appointed Chairman of Ford of Britain in 2009 and retired effective from this position end of April 2013.
Prior to this role, Mr. Greenwell was Vice President, Government Affairs, Ford of Europe and Premier Automotive Group from 2005 to 2008 and Chairman and Chief Executive Officer of Jaguar and Land Rover from 2003 to 2005.
Previously, he was Vice President, Marketing, Ford North America, Vice President, Global Marketing and Operations and Vice President Global Product Promotions from 2001 to 2003. Prior to that, he was Vice President Communications and Public Affairs for Ford of Europe from 1999 to 2001 and held similar responsibilities for Jaguar Cars from 1996 to 1999. Mr. Greenwell began his career as a graduate trainee with British Leyland Motor Corporation in 1973. In recognition of his services to the automotive industry he was awarded a CBE (Commander of the Most Excellent Order of the British Empire) in the Queen’s birthday honours list in 2011. Mr. Greenwell will be non-executive Chairman of privately owned Xtrac effective July 2018. Xtrac is worldwide leader in the design and manufacture of transmission systems for top level motorsport and high performance automotive clients.
Mr. Greenwell is Chairman of the RAC Foundation, a UK transport research charity. Mr. Greenwell holds a Bachelor of Art degree from the University of East Anglia. Mr. Greenwell is a citizen of the United Kingdom.
Mr. Sandeep Jalan is Chief Financial Officer at SES, a global leader in Satellite Services for providing premium video content and seamless connectivity around the world. Mr. Jalan has 30 years of experience in financial and operational leadership roles across Asia and Europe. He was until May 2020, the CFO of Aperam, a role he has held since 2014. Previously, he worked for the ArcelorMittal Group since 1999 where he held various roles including the CFO of ArcelorMittal Long Carbon Europe and was part of the M&A team responsible for numerous acquisitions in both steel and mining. He was also the CFO & Company Secretary for Ispat Alloys Ltd from 1993 to 1999.
Mr. Jalan is a Commerce Graduate from Banaras Hindu University (BHU), Chartered Accountant (equivalent to CPA) and Company Secretary from the respective Institutes in India. He has also completed an Executive Education Programme on Leadership at the London Business School and an Executive Education program on Strategic Finance at IMD, Lausanne. Mr. Jalan is an Indian national and a permanent resident of Luxembourg.
Mr. Alain Kinsch, has a career of 25 years in professional services and has been the Country Managing Partner of EY Luxembourg (1.600 professionals) for 11 years. On July 1, 2020 he handed over the leadership and left EY on 31 December 2020 after having completed a six months transition period. Mr. Kinsch has been a member of several EY European regional leadership teams and committees since 2010. Mr. Kinsch started his career at Arthur Andersen in Luxembourg in 1995, qualifying as a Réviseur d’Entreprises and CPA in 1999.
In 2002, he joined EY and became a Partner in 2004. Mr. Kinsch specializes in Private Equity and has been the founder and leader of the EY Private Equity practice from 2004 to 2012. Since 2010, he has also been leading the Private Equity fund practice for EY in EMEIA (Europe, Middle East, India & Africa). Throughout his 25 years with EY and Andersen, Mr Kinsch served a portfolio of major clients both as signing audit partner for and engagement partner on valuation and transaction advisory mandates.
He is a member of the Luxembourg State Council (Conseil d’Etat) since 2015. He is the Consul General a.h. of the Republic of the Philippines to Luxembourg and the Vice-President of SOS Children’s Villages in Luxembourg. Mr. Kinsch holds an M.B.A. from INSEAD, Fontainebleau and post-graduate and graduate degrees from the University of Paris-Dauphine. Mr. Kinsch is a citizen of Luxembourg.
Mr. Mittal serves on the boards of ArcelorMittal, Aperam, HMEL and Iconiq Capital, and is the Chairman of the Board of ArcelorMittal Nippon Steel India. He is also a Trustee at the Brookings Institution and an alumni of the World Economic Forum Young Global Leader’s Programme.
Mr. Mittal holds a Bachelor’s degree in Economics with concentrations in Strategic Management and Corporate Finance from the Wharton School in Pennsylvania, United States. Mr. Mittal is a citizen of India.
Dr. Ros Rivaz is a Non-Executive Director of the listed companies ConvaTec Group Plc where she is Remuneration Committee Chair, and Computacenter Plc where she is Senior Independent Director and Remuneration Committee Chair. Dr. Ros Rivaz was appointed as a Non-Executive Director and the Senior Independent Director of listed Victrex Plc with effect from May 1, 2020. She is also a Non-Executive Director of the Ministry of Defence (MOD) Equipment and Support Board of the United Kingdom. Dr. Ros Rivaz was a Non-Executive Director of RPC Group Plc from 2017 to 2019. She stepped down from her position as the Deputy Chair of the Council of the University of Southampton after 10 years, where she holds an honorary doctorate. Dr. Ros Rivaz served as the Chief Operating Officer for Smith & Nephew plc and has held senior management positions in global companies including Exxon, Diageo, ICI and Tate & Lyle Group. Dr. Ros Rivaz holds a Bachelor of Science Honours Degree in Chemistry and an honorary Doctorate. She is a citizen of the United Kingdom.