BPCE_REGISTRATION_DOCUMENT_2017

REPORT ON CORPORATE GOVERNANCE Management and Supervisory Bodies

Appointments Committee The AppointmentsCommitteehas been chaired by Maryse Aulagnon, independentBoard Member and Chairman of the Board of Directors of Affine, since May22, 2015. The other members of the Appointments Committee were selected on the basis of theirexpertise and professional experience: Catherine Amin-Garde,Chairman of the Steering and Supervisory ● Board ofCaisse d’Epargne Loire Drôme Ardèche; Astrid Boos, Chairman of the Steering and Supervisory Board of ● Caisse d’Epargne Alsace; Pierre Desvergnes,Chairman of the Board of Directors of CASDEN ● Banque Populaire; Yves Gevin, Chief Executive Officer of Banque Populaire Rives de ● Paris; André Joffre, Chairman of the Board of Directors of Banque ● Populairedu Sud; Didier Patault, Chairman of the Management Board of Caisse ● d’Epargne Ile-de-France. The Chairman and Vice-Chairman of the Supervisory Board are permanent guests of the Appointments Committee. When invited by the Chairman of the AppointmentsCommittee,the Head of the Group Human Resources function attends meetings of the Appointments Committee as a non-voting participant. The biographies of AppointmentsCommitteemembers are available in section2.3.5. Remuneration Committee The RemunerationCommitteehas been chaired by Maryse Aulagnon, independentBoard Member and Chairman of the Board of Directors of Affine, since May22, 2015. The other members of the RemunerationCommittee were selected on the basis of theirexpertise and professional experience: Catherine Amin-Garde,Chairman of the Steering and Supervisory ● Board ofCaisse d’Epargne Loire Drôme Ardèche; Astrid Boos, Chairman of the Steering and Supervisory Board of ● Caisse d’Epargne Alsace; Pierre Desvergnes,Chairman of the Board of Directors of CASDEN ● Banque Populaire; Yves Gevin, Chief Executive Officer of Banque Populaire Rives de ● Paris; Vincent Gontier,employee representative; ● André Joffre, Chairman of the Board of Directors of Banque ● Populairedu Sud; Didier Patault, Chairman of the Management Board of Caisse ● d’Epargne Ile-de-France. The Chairman and Vice-Chairman of the Supervisory Board are permanent guests of the Remuneration Committee. When invited by the Chairman of the RemunerationCommittee,the Head of the Group Human Resources function attends meetings of the Appointments Committee as a non-voting participant. The biographiesof RemunerationCommitteemembers are available in section2.3.5.

COMPOSITION OF BOARD COMMITTEES

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Audit Committee The Audit Committee has been chaired by Marwan Lahoud, an independent member and Chairman of the Supervisory Board of IDEMIA (formerlyOT-Morpho),since May 22, 2015. The committee’s other members were chosen for their expertise in accounting, finance and internal control: Thierry Cahn, Chairman of the Board of Directors of Banque ● PopulaireAlsace Lorraine Champagne; Yves Gevin, Chief Executive Officer of Banque Populaire Rives de ● Paris; Marie-ChristineLombard, independent member, Chairman of the ● Management Board of Geodis; Didier Patault, Chairman of the Management Board of Caisse ● d’Epargne Ile-de-France; Pierre Valentin,Chairmanof the Steeringand SupervisoryBoard of ● Caisse d’Epargne Languedoc-Roussillon. The Chairman and Vice-Chairman of the Supervisory Board are permanent guests of the Audit Committee. The heads of Group Inspection Générale, Risk Management, Compliance and Permanent Control are invited to the meetings of the Audit Committee as non-voting participants. The biographies of Audit Committee members are available in section2.3.5. Risk Committee The Risk Committee has been chaired by Marie-ChristineLombard, independentBoardMemberand Chairmanof the ManagementBoard of Geodis, since May22, 2015. The other members of the committee were chosen for their knowledge, skills and expertise in corporate strategy and risk management: Alain Condaminas, Chief Executive Officer of Banque Populaire ● Occitane; André Joffre, Chairman of the Board of Directors of Banque ● Populairedu Sud; Marwan Lahoud, independent member, Chairman of the ● Supervisory Board of IDEMIA (formerly OT-Morpho); FrançoiseLemalle,Chairmanof the Steeringand SupervisoryBoard ● of Caisse d’Epargne Côte d’Azur; Stéphanie Paix, Chairman of the Management Board ● of Caisse d’Epargne RhôneAlpes. The Chairman and Vice-Chairman of the Supervisory Board are permanent guests of the Risk Committee. The heads of Group Inspection Générale, Risk Management, Compliance and Permanent Control are invited to the meetings of the RiskCommitteeas non-voting participants. The biographies of Risk Committee members are available in section2.3.5.

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Registration document 2017