Altamir - 2018 Registration document

Corporate Governance Report of the Supervisory Board Remuneration and benefits of managers and corporate officers

2.2 REMUNERATION AND BENEFITS OF MANAGERS AND CORPORATE OFFICERS As a French partnership limited by shares, Altamir is governed by a Management Company, Altamir Gérance, which is also its sole general partner. The rules governing the Management Company’s remuneration can be found in the Company’s Articles of Association and in this Registration Document in Section 2.2.2 below. The same is true of the rules governing the allocation of dividends to the general partner and Class B shareholders. The Company has not implemented any stock option or bonus share plan.

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2.2.1 REMUNERATION OF CORPORATE OFFICERS

Non-executive corporate officers receive no remuneration from the Company other than the attendance fees approved by shareholders. In addition, non-executive corporate officers receiveno remuneration fromCompany subsidiaries or controlling companies. Only Altamir has allocated attendance fees to the corporate officers listed below. Attendance fees paid in 2017 and 2018 are indicated below.

In accordance with Article 21 of the Articles of Association, the Supervisory Board may be allocated an annual remuneration in the form of attendance fees. The amount of these fees is set by the shareholders at their Ordinary General Meeting and maintained unless otherwise decided by the shareholders at a General Meeting. TheBoarddivides these attendance fees among its members in proportions that it deems appropriate.

ATTENDANCE FEES AND OTHER REMUNERATION PAID TO NON-EXECUTIVE CORPORATE OFFICERS

Amounts paid in 2018 for the 2017 financial year

Amounts paid in 2017 for the 2016 financial year

Non-executive corporate officers

Attendance fees only Jean Besson *

55,000 47,000 47,000 39,000 61,000 39,000

50,000 25,970 42,000 42,000 55,000 35,000 249,970

Sophie Etchandy-Stabile *

Marleen Groen * Gérard Hascoët

Jean-Hugues Loyez

Philippe Santini

TOTAL

288,000

* Member of the Audit Committee.

RULES FOR THE DISTRIBUTION OF ATTENDANCE FEES

The variable portion of attendance fees has a heavier weighting than the fixed portion, in accordance with Afep-Medef Code guidelines. The performance of individual assignments may result in the payment of additional attendance fees or remuneration. Such assignments are treated as regulated agreements. Themembers of the SupervisoryBoard receivedno remuneration other than the attendance fees detailed above. There are no individual corporateofficers other than themembers of the Supervisory Board. Attendance fees pertaining to 2017 and paid in 2018 totalled €288,000 (€290,000 allocated). The remuneration paid to the Management Company and the general partner is detailed in Sections 2.2.2 and 2.2.3 of this Registration Document.

Attendance fees are paid according to the allocation rules approved by the Supervisory Board on 4 March 2014, as follows: n 40% unconditionally (fixed portion); n 60% on the basis of attendance (variable portion): n if themember attendsmore than 80%of themeetings: 100% of the variable portion, n if themember attendsbetween50%and80%of themeetings: a pro rata amount based on attendance, n if the member attends less than 50% of the meetings: no variable portion.

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ALTAMIR 2018

Registration document