CMI’s Board of Directors comprises eight members, including one executive director and seven non- executive directors, chosen for their considerable strategic, industrial, financial, social and commercial  experience. The term of office is fixed at three years. Without prejudice to its legal and statutory  powers and those of the General Meeting, the Board of Directors is responsible, upon request from the  Group Executive Committee for:

• defining the Group’s strategic guidelines and its annual budget;
• ensuring the establishment of the appropriate structure and management needed to attain the objectives;
• making decisions on long-term  financing transactions, acquisitions and disinvestments;
• monitoring the quality of day-to-day management and its compliance with the appointed strategy;
• providing quality information to shareholders.

To carry out its responsibilities, the Board of Directors is assisted by:

• an Audit Committee;
• a Remuneration Committee;
• an Executive Committee whose members can be invited to attend the  Board of Directors’ meetings when important points within their competency are on the agenda.

The Board of Directors meets at least four times a year. Critical issues may require additional meetings  to be held.

Where the net income appropriation policy is concerned, the  Board of Directors intends to prioritise the financing of the Group’s strategic industrial development  while ensuring a prudent distribution of dividends over an average business cycle.