BIC_REGISTRATION_DOCUMENT_2017

CORPORATE GOVERNANCE Administrative and management bodies

EVOLUTION OF ADMINISTRATIVE AND MANAGEMENT BODIES

Date

Event

January 1, 2017

Appointment of Gonzalve Bich as Chief Operating Officer

May 10, 2017

Appointment of Candace Matthews as a Director to replace Frédéric Rostand Renewal of François Bich, Marie-Pauline Chandon-Moët as Directors Taking office of Vincent Bedhome as a Director representing the employees (designated by the Group Committee on November 9, 2017)

December 13, 2017

Composition of the Board of 3.1.1.2. Directors The Board of Directors is chaired by Bruno Bich. The Directors are appointed by the Shareholders’ Meeting. The term of their office is three years except when shorter in order to favor a smoother replacement of Directors. According to the Articles of incorporation, the Board of Directors must comprise between three and twelve members. Pierre Vareille, Independent Director, acts as Vice-President and Lead Director. His mission and activity in 2017 are presented in section 3.1.2.1. Policy on diversity applicable to the Board composition With support from the Nominations, Governance and CSR Committee, the Board strives for a balanced composition adapted to the challenges that the Group faces. The Board is thus composed of men and women, all with high level management experience and/or

with expertise in a particular field (such as finance, production and human resources). Moreover, the Board of Directors endeavors to be composed of at least one-third Independent Directors. In 2017, this policy led to the appointment of Candace Matthews as Director, who brings to the Board her international vision and knowledge of the consumer goods sector. Among the eleven members of the Board of Directors of SOCIÉTÉ BIC are: four women: Elizabeth Bastoni, Marie-Pauline Chandon-Moët, ● Candace Matthews and Marie-Henriette Poinsot, giving 40% female Directors (1) since May 2017; one Director representing the employees: Vincent Bedhome; ● four different nationalities, helping the BIC Group to benefit from ● an international vision; four Independent Directors within the definition of the ● AFEP-MEDEF’s Corporate Governance Code: Elizabeth Bastoni, John Glen, Candace Matthews and Pierre Vareille, giving 40% Independent Directors (1) .

Excluding the Director representing the employees. (1)

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BIC GROUP - 2017 REGISTRATION DOCUMENT