7 September 2023
General Meetings
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Report on Claranova’s Ordinary General Meeting of September 4, 2023

The Ordinary General Meeting of Claranova shareholders was held on first notice on Monday, September 4, 2023 at 3 p.m., at the Business Center Tour Egée, 9-11 Allée de l’Arche, 92400 Courbevoie, under the chairmanship of Mr. Pierre Cesarini, Chairman and CEO of Claranova.

More than a thousand shareholders were present or represented at this Ordinary General Meeting. With a quorum of 42.60%, all the resolutions proposed by the Board of Directors (1 to 10) were approved by the Ordinary General Meeting at a large majority.

Resolution A, proposed by The Dadoun Family Trust represented by Mr. Michael Dadoun, 6673279 Canada Inc. represented by Mr. Michael Dadoun, 10422339 Canada Inc. represented by Mr. Daniel Assouline,  and not approved by the Board of Directors, was submitted for vote and rejected by the Ordinary General Meeting.

Six new resolutions (B to J) not in the agenda were proposed during the meeting and submitted for vote. These resolutions concerned amendments to resolutions 5, 6, 7, 8 and 9 proposing the “elimination or reducing to zero of all variable and exceptional components of compensation and benefits of any kind, leaving only the fixed compensation” of the company’s officers and directors (B, C, D, E and F), the dismissal of Board members Ms. Viviane Chaine-Ribeiro (G) and Mr. Bloxberg (H), and the appointment of Ms. Caroline Alle-Crocquevieille (I) and Mr. Cyrille Crocquevieille (J) as new Board members (J). These resolutions, which had not been approved by the Board of Directors, were rejected.

Lastly, the six items added to the agenda at the request of The Dadoun Family Trust, 6673279 Canada Inc. and 10422339 Canada Inc. which did not result in a vote, were discussed in addition to exchanges with participants during the meeting and the written answers to the questions received prior to the Ordinary General Meeting.

Appointment of two new independent directors

At the Ordinary General Meeting, the shareholders approved in particular the appointment of Gabrielle Gauthey and Craig Forman as independent directors. Claranova’s new Board of Directors now comprises eight directors (four women and four men), six of whom are independent.


Claranova thanks the shareholders who attended the Ordinary General Meeting for their valuable contributions to the discussions. The Group also welcomes Ms. Gabrielle Gauthey and Mr. Craig Forman, who will provide new expertise to the Board of Directors and support Claranova’s strategy and development.