Compagnie des Alpes // 2020 Universal Registration Document

3 REPORT ON CORPORATE GOVERNANCE Compensation of corporate officers

3.3 Compensation of corporate officers

3.3.1 COMPENSATION POLICY FOR CORPORATE OFFICERS In accordance with Article L. 22-10-8 of the French Commercial Code, the Annual Shareholders’ Meeting will be required to approve the compensation policy for corporate officers as decided by the Board of Directors at its meetings of 7 December 2020 and 28 January 2021. 3.3.1.1 Compensation policy for executive corporate officers for FY 2020/2021 (Article L. 22-10-8 of the French Commercial Code) A. General principles relating to the determination, review and implementation of the compensation policy for executive corporate officers

compensation policy presented to it and the Board of Directors then submits a revised compensation policy to the next Shareholders’ Meeting, taking into account the shareholders’ vote. In accordance with the provisions of Article L. 22-10-8 III of the French Commercial Code, the Board of Directors, on the advice of the Appointments and Compensation Committee, would have the right to waive the application of the compensation policy concerning fixed and/or variable annual compensation in the event of exceptional circumstances and if this exemption is temporary, in line with the Company’s interests and in order to guarantee the Company’s sustainability or viability. In application of Article R. 225-29-1 of the French Commercial Code, if a new Chairman and Chief Executive Officer were to be appointed, the compensation policy applicable to the current Chairman and Chief Executive Officer would be applied taking into consideration the duties entrusted by the Board of Directors, the specific situation of the corporate officer and the level of responsibility of his or her duties. These provisions would also apply in the context of the renewal of the term of office of the Chairman and Chief Executive Officer. At its meeting of 28 January 2021, the Board of Directors confirmed its intention to separate the functions of Chairman of the Board of Directors and Chief Executive Officer. In this context, the company has announced that the Group’s Executive Management will be entrusted to Dominique Thillaud from 1 June 2021. The latter will be supported by Loïc Bonhoure, currently Deputy Managing Director in charge of strategy, development and mergers & acquisitions, who will then become Deputy CEO. In order to ensure the transition in the best interest of the company, and subject to the renewal of his term of office as Director by the Shareholders’ Meeting of 25 March, Dominique Marcel will be reappointed as Chairman and Chief Executive Officer until 31 May 2021 and reports that it will propose to the Board the appointment of Dominique Thillaud as Deputy Chief Executive Officer for this interim period. After 1 June, it is planned that Dominique Marcel will assume the non-executive chairmanship of the Board of Directors in order to ensure continuity in the Group’s development. Dominique Thillaud began his career in consulting and investment banking before joining the SNCF group where he worked for eight years, first as Head of Investments and Development, then as Chief Executive Officer of SNCF Participations and Head of SNCF Group strategy. Since September 2012, he has been Chairman of the Management Board of the Aéroports de la Côte d’Azur Group, where he has supported its transformation and development, both in France and internationally. In this context, the Board of Directors at its meeting of 28 January 2021, on the recommendation of the Appointments and Compensation Committee, defined a compensation policy for the Chairman and Chief Executive Officer over the 2020/2021 fiscal year, for the future Chief Executive Officer and the future Deputy CEO with a view to the separation of duties of the Chairman and Chief Executive Officer during FY 2020/2021. These are specified above under this section. With regard to the remuneration policy for the future Chief Executive Officer and the future Deputy CEO, the Board of Directors, on the advice of the Appointments and Compensation Committee, will ensure that the applicable compensation structures and levels are defined in accordance not only with the compensation policy mentioned in this section but also with the provisions of the AFEP-MEDEF Code, market practices and the compensation observed for the same

In accordance with Order No. 2019-1234 of 27 November 2019, issued pursuant to Law No. 9-486 of 22 May 2019 on the growth and transformation of companies (PACTE law), the compensation policy for executive corporate officers is set out below. This report on the compensation policy for corporate officers was prepared with the assistance of the Appointments and Compensation Committee and was approved by the Board of Directors at its meeting of 28 January 2021, in accordance with Article L. 22-10-8 of the French Commercial Code. This report describes all the components of the fixed and variable compensation of executive corporate officers and explains the decision-making process followed to determine, revise and implement it. The establishment of the compensation policy for executive corporate officers is the responsibility of the Board of Directors, which relies on the opinions and recommendations of the Appointments and Compensation Committee in accordance with the Company’s Corporate Governance Charter. The compensation policy is reviewed annually under the same conditions after the closing of the financial statements. In the interests of transparency and balance, these bodies ensure that the compensation policy for executive officers takes into account all relevant principles of good governance, in particular those set out in the AFEP-MEDEF Code of Corporate Governance to which the Company refers. Each compensation package thus strives to be measured, balanced and fair while enabling the Company to attract, retain and motivate high-performance executives who contribute to its success. The compensation paid is assessed in the context of a specific business line and reference market. It is consistent with the compensation paid to executives with similar responsibilities in listed companies of the same size, revenue and business sector. This policy is in line with the Company’s corporate interest, contributes to its sustainability and is part of its commercial strategy. The remuneration policy is implemented by the Board of Directors in accordance with the resolutions passed by the Shareholders’ Meeting. On the proposal of the Appointments and Compensation Committee, the Board of Directors establishes the fixed and variable components of the Chairman and Chief Executive Officer’s annual compensation, including qualitative and quantitative components based on the achievement of previously defined objectives. The performance criteria are based on financial and non-financial criteria related in particular to the Company’s social and environmental responsibility. The compensation policy may be revised under the conditions provided for in Article L. 22-10-8 of the French Commercial Code when the Ordinary Shareholders’ Meeting does not approve the

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Compagnie des Alpes I 2020 Universal registration document

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