X5 Retail Group N.V. Announces Decisions of the Company's Supervisory Board & EGM Agenda
15 Dec 2009
Moscow, 15 December 2009 - X5 Retail Group N.V. (“Company”), Russia’s largest retailer in terms of sales (LSE ticker: “FIVE”), today announced decisions of the Company’s Supervisory Board to accept Carlos Criado-Pérez Trefault's resignation from the Company's Supervisory Board effective 1 January 2010 pursuant to his decision to concentrate on personal business activities; and to convene an Extraordinary General Meeting of Shareholders on 15 January 2010 at 11.00 am CET (the "EGM").
The EGM will be held at Parkstraat 20, 2514 JK The Hague, The Netherlands. The record date for the EGM is 16 December 2009. The items that will be discussed at the EGM include:
• Re-appointment of the CEO, Mr. Lev Khasis, for a new term of four years (until 2014);
• Changes in composition of the Supervisory Board;
• Changes in remuneration of the members of the Supervisory Board aimed at creating more consistency in the remuneration principles and ensuring adequate reflection of the responsibilities of each Supervisory Board member; and
• Amendments to the Articles of Association of X5 Retail Group N.V. in order to decrease the threshold of issues subject to approval of the Supervisory Board.
Among other items, X5’s Supervisory Board proposes to the EGM to appoint Christian Couvreux as a new independent director. With the appointment of Mr. Couvreux the Supervisory Board of X5 Retail Group will be composed of seven members, four of which, including the Chairman, will be independent.
Chairman of X5's Supervisory Board Hervé Defforey commented:
"I would like to thank Carlos Criado-Pérez Trefault for his contribution to the growth and development of the Company since his appointment in 2007 and wish him good luck in his future undertakings”.
He also added: “With his proven track record and deep knowledge of the global retail industry, Mr. Christian Couvreux will bring valuable experience to X5’s Supervisory Board”.
Christian Couvreux was born on 24 November 1950 in Paris, France. He has had a long and
successful international career in the food retail industry. Since 2005, Mr. Couvreux has been a
retail consultant in Asia, in particular in Thailand, Vietnam, Indonesia and the Philippines. From
1990 to 2005 he held a number of senior executive positions with the major French retailer
Groupe Casino, where he first served as Senior Executive Vice President, then as CEO from
1997 to 2003 and as Deputy Chairman of the Board until 2005. Prior to 1990, Mr. Couvreux
held various leadership positions at CFAO (now part of PPR), in particular of CFAO-Congo and
La Ruche Meridionale. Mr. Couvreux holds a master degree in Economic Sciences at the
University of Paris, an MBA at the French business school H.E.C.; in addition he completed an
Advanced Management Program at INSEAD.
A copy of the agenda of the AGM (including the explanatory notes to the agenda) can be found
at http://www.x5.ru/.
Forward-looking statements:
This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the fact that they do not only relate to historical or current events. Forward-looking statements often use words such as" anticipate", "target", "expect", "estimate", "intend", "expected", "plan", "goal" believe", or other words of similar meaning. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances, a number of which are beyond X5 Retail Group N.V.'s control. As a result, actual future results may differ materially from the plans, goals and expectations set out in these forward-looking statements. Any forward-looking statements made by or on behalf of X5 Retail Group N.V. speak only as at the date of this announcement. Save as required by any applicable laws or regulations, X5 Retail Group N.V. undertakes no obligation publicly to release the results of any revisions to any forward-looking statements in this document that may occur due to any change in its expectations or to reflect events or circumstances after the date of this document.
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