BPCE - 2019 Universal Registration Document

MANAGEMENT AND SUPERVISORY BODIES REPORT ON CORPORATE GOVERNANCE

7 Banque Populaire shareholder representatives 7 Caisse d’Epargne shareholder SUPERVISORY BOARD

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The BPCE SA SUPERVISORY BOARD : • approves the policy and strategic guidelines of Groupe BPCE and each of the networks; • verifies and audits the parent company and consolidated financial statements.

Other subsidiaries Banque Palatine, Financial Solutions & Expertises Oney

representatives 3 independant directors 2 employee representatives 6 non-voting directors

BPCE SA

ELECT DIRECTORS

MANAGEMENT BOARD

5 members including 1 chairman

The AUDIT COMMITTEE : • is tasked with monitoring the process for preparing financial information, the statutory audit of the annual and consolidated financial statements by the Statutory Auditors and their independence. The RISK COMMITTEE : • is tasked with assessing the effectiveness of internal control and risk management systems. The APPOINTMENTS COMMITTEE : • makes proposals to the Supervisory Board regarding the choices of Supervisory Board members, non-voting directors and experts from outside the Group, as well as the appointment of the Chairman of the Management Board. The REMUNERATION COMMITTEE : • makes proposals to the Board regarding the levels and conditions of pay granted to Management Board members and the Chairman of the Management Board, and the distribution of attendance fees payable to the Board members. The COOPERATIVE and CSR COMMITTEE : • is in charge of making proposals and recommendations aimed at promoting the cooperative and social values of long-term engagement as well as professional and interpersonal ethics. I also ensures that Group and network activities represent these values, thereby strengthening the cooperative banking model of the Group and each of the networks.

Natixis

SPECIALIZED BOARD COMMITTEES

ANNUEL GENERAL SHARHOLDERS’ MEETING: REPRESENTATION OF BANQUES POPULAIRES AND CAISSES D’EPARGNE

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UNIVERSAL REGISTRATION DOCUMENT 2019 | GROUPE BPCE