Euronext - 2019 Universal Registration Document

Corporate Governance 4 Report of the Supervisory Board

4.3 Report of the Supervisory Board

4.3.1 MEETINGS The Supervisory Board met fifteen times in 2019: there were seven in-personmeetings and eight conference calls. The Supervisory Board discussed amongst others the following topics: the quarterly, half year and full year results, the dividend proposal, the 2020 budget and 2021 forecast, the agendas of the General Meetings, including the nomination for appointments to the Supervisory Board and the Managing Board, the nomination of the external auditor, the strategy, the implementation of the strategy and the principal risks associated with it, the risk profile, and M&A opportunities. It monitored the activities of the Managing Board with regard to creating a culture aimed at long-term value creation for the company and its affiliated

enterprise, and with regard to procedures for reporting actual or suspected irregularities. It also discussed the items that its committees reported on, and their deliberations and findings. Among those items were, in addition to the items mentioned above, the investor base, the share price development, the internal and external audit planning and reports, litigations, the external auditors’ reports, the Remuneration Policy, annual performance criteria, compensation programs, the evaluation and assessment of the Managing Board and the Supervisory Board, the composition of the Managing Board, the composition and rotation schedule of the Supervisory Board and succession planning.

4.3.2 SUPERVISORY BOARD ATTENDANCE RECORD On average, 99.11% of the Supervisory Board members were present at the Supervisory Board meetings. Not taking part in the Supervisory Board’s deliberations in relation to a potential conflict of interest is not counted as being absent. In 2019, fifteen Supervisory Board meetings were held.

Name

Attended

Absence ratio

Dick Sluimers

15 out of 15 meetings 8 out of 8 meetings 15 out of 15 meetings 13 out of 15 meetings 15 out of 15 meetings 15 out of 15 meetings 15 out of 15 meetings 15 out of 15 meetings 4 out of 4 meetings 15 out of 15 meetings 4 out of 4 meetings

0% 0% 0% 0% 0% 0% 0% 0% 0% 0%

Ramon Fernandez (retired 16 May 2019)

Manuel Ferreira da Silva

Jim Gollan

13.33%

Kerstin Günther Luc Keuleneer Lieve Mostrey Padraic O’Connor

Nathalie Rachou (appointed 5 November 2019)

Franck Silvent

Morten Thorsrud (appointed 5 November 2019)

In 2019, six Audit Committee meetings were held.

Name

Attended

Absence ratio

Jim Gollan

6 out of 6 meetings 6 out of 6 meetings 6 out of 6 meetings 6 out of 6 meetings 1 out of 1 meeting 1 out of 1 meeting

0% 0% 0% 0% 0% 0%

Kerstin Günther Luc Keuleneer Franck Silvent

Dick Sluimers (appointed 15 May 2019, retired 5 November 2019)

Morten Thorsrud (appointed 5 November 2019)

In 2019, seven Nomination and Governance Committee meetings were held.

Name

Attended

Absence ratio

Dick Sluimers

7 out of 7 meetings 2 out of 2 meetings 7 out of 7 meetings 7 out of 7 meetings 2 out of 2 meetings 1 out of 1 meeting

0% 0% 0% 0% 0% 0%

Ramon Fernandez (retired 16 May 2019)

Manuel Ferreira da Silva

Lieve Mostrey

Padraic O’Connor (appointed 31 July 2019) Nathalie Rachou (appointed 5 November 2019)

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2019 UNIVERSAL REGISTRATION DOCUMENT