Aéroports de Paris - 2019 Universal registration document

ADMINISTRATION AND EXECUTIVE MANAGEMENT BODIES 12 BOARD OF DIRECTORS

and the many different activities of Groupe ADP. Both the organisation of the Board and its composition are appropriate with regard to the shareholding, the nature of Aéroports de Paris’ core business and, in particular, its public service mission as an airport. Given Aéroports de Paris’ activities, directors are selected from among representatives of the air transport world, managers of major French and international industrial companies and experts in the environmental fields in which the Company operates. The directors representing employees also contribute their point of view on subjects discussed. In addition, debates are enriched by two foreign directors. Lastly, discussions are informed by the non-voting Board members, who have valuable experience in the areas of the greater Paris region where the airports are located. The composition, with diverse and complementary profiles, ensures discussions with a range of relevant outlooks. All the Directors are jointly responsible for developing collective operations, which is a necessary prerequisite for high quality management. The goal is to guarantee shareholders and the market that it will carry out its duties competently, independently and objectively. The composition of the committees is based on the same principles of balanced composition. The age of the members of the Board of Directors is balanced, ranging from 37 to 69, and averaging 57. As regards the balanced representation of women and men, of the 12 directors in question (the directors elected by employees are excluded from the calculation) as of 31 December 2019, six were women and six were men (50%).

In application of article 13 of the Articles of Association, non-voting Board members attend meetings of the Board of Directors in an advisory capacity. Anne Hidalgo, Christine Janodet, Valérie Pécresse and Patrick Renaud were appointed or renewed as non-voting Board members by the General Meeting of Shareholders on 20 May 2019. Pursuant to article 13 of the Company’s Articles of Association, the mandate for directors and non-voting Board members is for five years. Article R. 251-1 of the Civil Aviation Code makes provision for the minister in charge of civil aviation to appoint by decree a Government commissioner and a deputy Government commissioner entitled to sit on the Aéroports de Paris Board of Directors in a consultative capacity. Patrick Gandil, Director General of the French Civil Aviation Authority and Marc Borel, Director of Air Transport, were appointed Government Commissioner and Deputy Government Commissioner respectively at Aéroports de Paris by order of the civil aviation minister on 19 October 2007 and 15 June 2015. Béatrice Mathieu de Lavergne, Economic and Financial Corporate Controller and Thierry Bouchet, appointed Secretary of the Social and Economic Committee on 8 January 2020, also attend Board meetings in a non-voting capacity. The policy of balanced representation and diversity applied to the composition of the Board of Directors takes into account the complexity

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AÉROPORTS DE PARIS ® UNIVERSAL REGISTRATION DOCUMENT 2019