Derichebourg // 2020-2021 Universal Registration Document

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Board of Directors’ report on corporate governance The Board of Directors

Mrs. Catherine Claverie, independent director Initial date of appointment: GM 01/30/2017 Term of office expires: GM 2023

Number of shares held: 1,000

Mrs. Catherine Claverie, aged 52, of French nationality, works to defend the rights of foreign nationals. She is a member of the Board of Directors of the Dom’asile association, which is specializes in domiciliation and social and legal support for people in exile. She was a freelance events communication consultant, Administrative Coordinator of Business and Technical Language, and involved in various associative community work, notably within the British section of the Lycée International of St-Germain-en-Laye.

Mrs. Catherine Claverie has also been Vice-Chairwoman of Stepping Stones, a school for young English-speaking children. Mrs. Catherine Claverie is also Chairwoman of the Appointments and Remuneration Committee and a member of the Audit Committee. Mrs. Catherine Claverie holds no other position within the Company or any other Group company.

Offices and/or positions held in another company (within and outside the Group) during the course of the fiscal year ended September 30, 2021

None.

Other offices held during the last five years

None.

Mrs. Ida Derichebourg, permanent representative of CFER, director Initial date of appointment: GM 02/18/2013 Date of last reappointment: GM 02/05/2019 Term of office expires: GM 2023 Mrs. Ida Derichebourg, aged 90, of French nationality, is the mother of Mr. Daniel Derichebourg and grandmother of Mr. Thomas Derichebourg and Mr. Boris Derichebourg. She assisted her husband, Mr. Guy Derichebourg, in developing the family business.

Number of shares held by CFER: 65,745,648 Number of shares held by Mrs. Ida Derichebourg: 112

Mrs. Ida Derichebourg holds no other positions within the Company or any other Group company.

Offices and/or positions held in another company (within and outside the Group) during the course of the fiscal year ended September 30, 2021

None.

Other offices held during the last five years

None.

Independent directors According to the AFEP-MEDEF Code, the definition of an independent director is as follows: “A director is independent when he or she has no

relationship of any kind whatsoever with the Company, its Group or its management that may interfere with his or her freedom of judgment.”

Matthieu Pigasse

Françoise Mahiou

Catherine Claverie

Criteria to be considered

Bernard Val

Absence of employee/corporate officer status during the previous five years

Absence of cross-directorships

Absence of significant business relations

Absence of family ties

No auditing relationship within the past five years

No directorship held in the Company for more than 12 years

X

X

Absence of non-executive corporate officer status

Absence of major shareholder status

DERICHEBOURG 2020/2021 Universal Registration Document 104