Building strategy and managing performance
Edenred's governing bodies are the Board of Directors and the Executive Committee. Through their complementary actions, they ensure that the Group's strategy is aligned with its operational management. The men and women who make up the Board are the guarantors of Edenred's responsible and sustainable performance.
The Board of Directors: long-term strategic vision
The role of the Board of Directors is to determine the Group's strategic orientations, including CSR, and to oversee their implementation. It is distinguished by its independence (with 90% independent members), its gender diversity (with 50% women), its cultural diversity (four nationalities) and its broad spectrum of skills. Its governance charter is based jointly on its internal regulations and Edenred's bylaws.
In 2024, the Board of Directors met nine times, with an attendance rate of 97%.
Composition at January 1, 2025 (1)
Bertrand Dumazy
Chairman and Chief Executive Officer of Edenred
- Chairman and Chief Executive Officer of Edenred
Dominique D'Hinnin
Lead Independent Director and Vice-Chairman of the Board of Directors
- Independent director
- Chairman of the Compensation, Appointments and CSR Committee
- Member of the Audit and Risks Committee
Cédric Appert
Employee-representative director
- Member of the Commitments Committee
Nathalie Balla
Chair of New R
- Independent director
Sylvia Coutinho
Independent director of companies
- Independent director
- Member of the Compensation, Appointments and CSR Committee
Angeles Garcia-Poveda
Chairman of Legrand SA
- Independent director
- Member of the Compensation, Appointments and CSR Committee
Maëlle Gavet
Independent director of companies
- Independent director
- Member of the Commitments Committee
Graziella Gavezotti
Employee-representative director
- Member of the Audit and Risks Committee
Jean-Romain Lhomme
Deputy Chief Executive Officer of Videlot and Chief Executive Officer of Imagine
- Independent director
- Chairman of the Commitments Committee
Monica Mondardini
Chief Executive Officer of CIR S.p.A.
- Independent director
- Member of the Audit and Risks Committee
Bernardo Sanchez Incera
Chairman of the Board of Directors of Coface SA
- Independent director
- Chairman of the Audit and Risks Committee
Philippe Vallée
Executive Vice President, Cybersecurity & Digital Identity of Thales
- Independent director
- Member of the Commitments Committee
Directors' skills matrix (excluding Chairman and CEO)
The expertise of three permanent committees
These committees prepare the work and deliberations of the Board of Directors in their respective areas of expertise - and, where appropriate, examine certain subjects at the initiative of the Chairman of the Board. Their members are appointed on the basis of their specific skills, and regularly submit their observations, opinions, proposals or recommendations to the Board.
The Audit and Risks Committee's mission is to ensure the relevance and consistency of accounting methods and the process for preparing financial and sustainability information. It ensures the accuracy of Edenred's parent company and consolidated financial statements, and the quality of the financial and sustainability information provided.
In 2024, the Audit and Risk Committee held four meetings. In addition to its preparatory work on the parent company financial statements and budget, the Committee worked notably on the dual materiality matrix, the audit plan and the structure of the sustainability report. It also monitored the Group's anti-corruption policy, the fight against fraud, and compliance and cybersecurity issues.
Its main role is to prepare Board meetings and make recommendations on any transaction likely to affect the Group's strategy or substantially modify its scope of business.
Meeting twice in 2024, the Commitments Committee worked in particular on the acquisitions of RB in Brazil, Spirii in Denmark and IP in Italy, as well as monitoring the integration of past acquisitions and studying planned transactions.
This Committee makes recommendations on the compensation and benefits of executive directors, on the policy for allocating performance shares, on changes in the composition of the Group's management bodies, and on CSR issues.
Meeting four times in 2024, this Committee worked in particular on the remuneration of corporate officers and the policy of diversity of management bodies and professional and salary equality; it also took an interest in CSR policy, the analysis of annual CSR performance, and the preparation of Edenred's new sustainability report in accordance with the CSRD directive.
The Executive Committee: responsible operational management
Meeting at least once a month, the Executive Committee brings together the operational managers of the Group's three business lines and the heads of cross-functional teams, who provide expert support to operations.
As of January 15, 2025, it comprised 10 members (2)
Jacques Adoue
Executive Vice President, Human Resources and Corporate Social Responsibility
Emmanuelle Châtelain
Vice President, Communications
Diane Coliche
Chief Operating Officer, Mobility
Philippe Doublet
Executive Vice President, Technology
Bertrand Dumazy
Chairman and Chief Executive Officer of Edenred
Arnaud Erulin
Chief Operating Officer, Benefits & Engagement
Constance Le Bouar
Executive Vice President, Strategy, Marketing & Transformation
Damien Périllat
Chief Operating Officer, Payment Solutions & New Markets
Philippe Relland-Bernard
Executive Vice President, Legal and Regulatory Affairs
Julien Tanguy
Executive Vice President, Finance
(1) At the Combined General Meeting on May 7, 2025, shareholders will be asked to approve the appointment of Thierry Delaporte and Kristell Rivaille for 3-year terms, and the reappointment of Nathalie Balla, Monica Mondardini, Sylvia Coutinho and Philippe Vallée for 4-year terms.
(2) Virginie Duperat-Vergne will succeed Julien Tanguy as Chief Financial Officer on June 2, 2025.