Christophe Barnouin to be appointed Chief Executive Officer
Royal Wessanen (AEX: WES) will be nominating Christophe Barnouin, current managing director of Wessanen's French and Italian operations, as Chief Executive Officer at an Extraordinary General Meeting of Shareholders (EGM). This EGM will be scheduled for the second half of January 2014.
Mr Frans Koffrie, Chairman of the Supervisory Board: "I am very pleased with the nomination of Christophe Barnouin as our new CEO. He has been at the company since 2006 building a strong track record in successfully managing and growing our French operations. Bjorg is the leading organic French brand nearing €100 million in size, while our French operations have strongly expanded and strengthened their presence in the organic market over the years, fuelled by innovations and strong brand activation."
Christophe Barnouin (1968) has the French nationality. After starting his career at Orangina in 1991, he worked for Reckitt Benckiser and Mars before becoming managing director of Distriborg in 2006. Distriborg includes Wessanen's grocery and HFS operations in France. In 2011, he also became responsible for Wessanen's Italian operations.
Proposed change in governance structure
The proposed change in governance structure would see Wessanen move from a two-tier to a one-tier board. This will also be on the agenda of the to be scheduled EGM. The one-tier board is a model commonly used internationally and allows for a larger involvement of the non-executive directors. Wessanen feels this board model will best enable it to meet its growth objectives going forward.
Frans Koffrie, current Chairman of the Supervisory Board, will be nominated for non-executive Chairman in the new one-tier board. Mrs van Zuijlen, Mrs Rietjens and Mr Kluiber will be nominated to become non-executive directors, while Mr van Oers has indicated that he will not be eligible for appointment. Mr Barnouin will become executive director and CEO and Mr Merckx will remain executive director and CFO.
The Supervisory Board and Executive Board would like to take the opportunity to thank Mr van Oers for his almost 5-year tenure on the Supervisory Board. As Chairman of the Audit Committee he has contributed greatly to the discussions and decision-making of the Supervisory Board.
In appointing Mr Koffrie, Wessanen deviates from the best practice provision in the Dutch Corporate Governance Code which provides that a member of the board may be appointed for a maximum of three 4-year terms (III.3.5). The reasons for this are to ensure board continuity and to maintain long-built experience at the holding level in a period of change and with a new CEO starting.
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