Reviewing and Recommending
The Compensation Committee has various missions that include:
- Reviewing the main objectives proposed by senior management for senior executive compensation at Total.
- Making recommendations and proposals to the Board of Directors concerning compensation for corporate executive officers, including pension and insurance plans, in-kind benefits and other compensation.
- Examining the compensation of Executive Committee members, including stock option and restricted share grant plans and equity-based plans, pension and insurance plans and in-kind benefits.
Members and Procedures
The Compensation Committee meets at least twice a year and invites the Chairman of the Board of Directors or the Chief Executive Officer to present their recommendations.
It consists of at least three directors appointed by the Board of Directors and chooses its chairman and secretary, the latter being a senior executive of the Company.
The majority of the Compensation Committee's members must be independent directors. Moreover, corporate executive officers are never present during discussions concerning them. The Committee reports on its work to the Board of Directors.
As of May 24, 2016, the members of the Compensation Committee are :
- Gérard Lamarche, Chairman,
- Patricia Barbizet,
- Marie-Christine Coisne-Roquette.
Corporate executive officers are never present during discussions concerning them.