A negative case for family governance at Ubisoft

Despite its long listing and participation to the SBF 120 top French companies, Ubisoft, one of the most dynamic of the French MidCaps, has a governance at odds with best practice standards, if only with the principles of AFEP/ MEDEF.

The company did show little concern to improve its governance, except for reducing the lenght of director mandate at the Board. Ubisoft is under the control of Guillemot brothers and of their father, all executives of the corporation and own only, 20% of voting rights. They hold five of the six seats at the Board of directors.

The first consequence of such poor governance is the absence of any audit committee and nominating committee. The second is in the absence of variable pay, the regular increase of the fixed remunerations for the CEO Yves Guillemot (10%) and for the five top executives of the company (8.6%), and this despite a drop of the turnover in 2009 and a negative operating income. These amount are actually paid by Ubisoft, and its subsidiary and controlling company but Ubisoft does not provide the sourcing of this sums.

A third point is the granting of stock options without disclosure of any performance condition attached to the vesting .

The very creative Guillemot family also has launched Gameloft on the stock market with the same governance characteristics, worse, with not one director outside of the family: it just reported two years of losser before € 6 M profit for 2009.

Such governance was adopted once here by another dynamic medium-sized family company, now bankrupted, Marionnaud Parfumeries. Hopefully, this should teach something to the Guillemot brothers.

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