DERICHEBOURG - Universal registration document 2019-2020

2

Board of Directors’ report on corporate governance Executive officers’ declaration concerning transactions in the Company’s shares

Employmentcontract, specific pensions, severancepaymentsand non-competition clause Table 11,AFEP-MEDEFCode

Allowances or benefits due, or likely to be due, as a result of termination or change of position

Employment contract

Supplementary pension scheme

Allowances under a non-compete clause

Executive officers

Daniel Derichebourg Chairman and CEO Date of beginning of term: Board mtg of 02-10-16 Date of end of term: SM for FY ending 09-30-21 Abderrahmane El Aoufir Deputy CEO (non-director) Date of beginning of term: Board mtg of 02-10-16 Date of end of term: SM for FY ending 09-30-21

No

No

No

No

Yes (1)

No

No

No

With the subsidiary Coframétal. (1)

As Mr. Daniel Derichebourg, Chairman and Chief Executive Officer, does not receive any compensationother than the fixed compensation paid to directors, the table belowonly covers the compensationpaid to DeputyCEOMr. AbderrahmaneEl Aoufir. This includes all compensationand benefits paid during the fiscal years ended (fixed and variablecompensation,benefits in kind). The scope of this informationis based on the Company'semployees.

EquityRatio 2.4.3 In accordancewith Article L. 225-37-3of the FrenchCommercialCode, the ratios between the level of compensationof the Deputy CEO and, firstly, the average compensation on a full-time equivalent basis of employees other than corporate officers and, secondly, the median compensationon a full-time equivalent basis of employees other than corporateofficersare presentedbelow.

Abderrhamane El Aoufir Ratio d'équité Ratio to average compensation Ratio to median compensation

09-30-2016

09-30-2017

09-30-2018

09-30-2019

09-30-2020

2.52 N/A

2.48 N/A

3.29 N/A

3.50 N/A

3.05 N/A

It was not possibleto establisha ratio with the mediancompensationbecausethe Companyhas only two employees.

Executive officers’ declaration concerning transactions 2.5 in the Company’s shares

On March 2,2020, the Companywas informedof the acquisitionof p 3,000 sharesby Mr. Abderrahmane EAl oufir. On April 25, 2020, the Company was informed of the acquisition p of 5,000 sharesby Mr. AbderrahmaneEl Aoufir.

On December 7, 2020, the Company was informed of the p acquisitionof 5,000 shares by Mr. AbderrahmaneEl Aoufir.

DERICHEBOURG p 2019/2020 Universal Registration Document 82

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