Derichebourg // 2020-2021 Universal Registration Document

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of Directors’ report on corporate governance Specialized committees

Appointments and Remuneration 4.3.2 Committee The Appointments and Remuneration Committee was set up by decision of the Board of Directors on October 22, 2018. This committee consists of Mrs. Catherine Claverie (Chairwoman), Mr. Bernard Val, Mrs. Françoise Mahiou and Mr. Thomas Derichebourg. The role of the Appointments and Remuneration Committee is to make recommendations or proposals to the Board of Directors following the review of the following issues: the composition of the Board of Directors and the functioning of its committees, the separation or combination of the functions of Chairman of the Board of Directors and Chief Executive Officer; the renewal and appointment of new directors; the determination of independent director status under the criteria set out in the AFEP-MEDEF Code;

the succession plan for the Company’s executive corporate officers; the review of all components that make up the remuneration of the Company’s executive corporate officers; the review of the amount and the allocation criteria for directors’ fees. During the past fiscal year, the committee held one meeting by videoconference, on December 2, 2020 with a participation rate of 100%. The main topics examined by the committee in 2020-2021 were the following: review of the compensation policy applicable to executive corporate officers; review of the independence criteria applicable to directors; opinion and recommendations to the Board of Directors on the Board’s corporate governance report. At the end of the General Meeting of January 27, 2022, the Board of Directors will review the composition of the specialized committees.

DERICHEBOURG 2020/2021 Universal Registration Document 109