Eurazeo / 2019 Universal Registration Document

Governance Activity of specialized committees

seek to maintain a tightened SupervisoryBoard, with the objective • of reducing the current number of members (13) over a period of three years, to be taken into account when considering the renewal of more than half the current terms of office between 2019 and 2021; continue efforts to diversify the profiles of Supervisory Board • members in line with the strategy, with a focus on profiles with a holistic view of the Company and experience in the digital economy,real estate, manufacturingor private equity. Organization ofthe Board The organizationof Boardmeetingsand the frequencyand durationof meetings were considered appropriate by Board members. Members are encouraged to speak and are free to express their opinion. The quality of contributions was highlighted, as well as the transparency with which issues are considered. The Board selected the followingareas of improvement: hold an Executive Session, without Executive Board members • present or a specific agenda, when a request is submitted to the Chairman of the Board (or the relevant committee) by a Board member; increase theminimum numberof meetingsper year to five so as to • include, in the same way as the strategy meeting, a theme-based meetingfocusing, forexample, onrisks, CSR or governance. Activities ofthe Board The majority of Board members consider the information communicated to them to be transparent, adequate and of a high quality. The agenda reflects all relevant issues and current affairs. The Board is broadly involved in the Company's strategy and has identified the following areas of improvement for 2019 and subsequentyears: include in the annual strategic review, a review of the performance • plan and the various alternative scenarios given the cyclical nature of certain businesses; include on the agenda of the CAG Committee, the formal • documentation of the continuity plan, for which the Executive Board will propose short- and medium-term operational succession plans; propose a welcome program for new members, including • meetingswith ExecutiveCommitteemembers,as well as a training sessionon the differentbusinessesof themain investments;

include on the agenda of the Supervisory Board, once annually, • a presentation of therisk mappingby the AuditCommittee; propose a manual on the rights and responsibilities of Board • members and occasional presentations by external experts, in particularon legal developments. Finally, certain recommendations concern more specifically the activities of the committees. The Board therefore proposed to extend the duties of the Compensation and Appointment Committee to include governance issues. This extension was accompanied by a change in the Committee's name to the Compensation,Appointment and Governance Committee (the “CAG Committee”). It is also proposedto review the activities of the FinanceCommitteeto achieve a betterbalancebetween its activitiesand those of theBoard. Annual review of theBoard’s activities The annual review of the Board’s activities on March 11, 2020 was an opportunity totake stock of theimprovements madeduring theyear. The composition of the Supervisory Board remains unchanged. A proposal was made to renew the terms of office of members of the Board which are expiring during 2019 and 2020. Current profile diversity has been maintained and prioritized a reduction in the number of members makingup the Board to date. Regarding Board organization, seven Board meetings were organized in 2019. The meetings on June 25 and 26, 2019 in New York were dedicated to Eurazeo strategy, particularly in the United States. followed by an additional review of the balance sheet allocation with regard to business plan scenarios at the meeting in October 2019. The new CSR strategy and the Idinvest onboarding process with a focus on governance were presented during a Board meeting in December 2019. The implementation of improvements identified for Board activities was started during 2019, notably: review of the execution plan and different alternative scenarios, the adoption of a continuity plan in the terms of which the Executive Board made proposals regarding the short and medium-termoperational succession plan; presentation of the risk map by the Audit Committeeto the SupervisoryBoard once a year; formalization of retrospective information for Board members for operations/transactionsunder €200 million.

05

Activity ofspecialized committees 5.6

The Supervisory Board has five specialized, permanent Committees are laid down by charters, the principles of which are listed below. to help in the decision-making process. Although the term of These charters are appended to the Internal Rules of the Supervisory Committee membership coincides with the member's term of office Board (see Section 5.7.2 “Charter for specialized committees” on the SupervisoryBoard, the latter can change the compositionof its of this Universal Registration Document). The composition of Committees at any time and remove a member from a Committee Committeesis given as of December31, 2019. if necessary. The tasks and rules of operation of the five Committees

/ EURAZEO

157

2019 UNIVERSAL REGISTRATION DOCUMENT