FFP_REGISTRATION_DOCUMENT_2017

CORPORATE GOVERNANCE

FFP’s Internal Rules and Stock Market Code of Ethics

Accordingly, O a director may not use, in whole or in part, the information to which he/she is made privy during his/her term in office or disclose it to a third party for any reason whatsoever; O Board members undertake not to engage in individual discussions outside the internal deliberations of the Board of Directors concerning the matters raised at its meetings and about the opinions expressed by each Board member; O all members must take every appropriate measure to ensure that this confidentiality is maintained, especially by taking measures to secure the files and documents provided. This information loses its confidential and personal nature once it has been made public by the Company in any manner whatsoever. These confidentiality requirements also apply to any person invited to attend meetings of the Board and its committees. Principles Every member of the Board of Directors is, in the normal course of his/her duties, regularly privy to inside information, which has the following characteristics: O it is precise; O it is not publicly available; O it affects the Company or any company in its Group, its business activities or financial position; O if made public, it would be likely to have a significant effect on the price of the Company’s shares (i.e. it is price-sensitive). Accordingly, every member of the Board of Directors may appear on the lists of insiders drawn up by the Company and made available to the AMF. Inside information must be used by the Director solely for the conduct of his/her duties as a director. It must not be disclosed in any circumstances to a third party outside the scope of his/her duties as a director for purposes other, or for activities other than those for which it was held. Every director must refrain from entering personally or through a third party into transactions in the Company’s shares for as long as they possess, by virtue of his/her duties or presence at a meeting of the Board or a committee, information that has not yet been made public and that may influence the share price. It is each director’s personal responsibility to assess whether information to which he/she is privy constitutes inside information and, accordingly, to decide whether he/she may or should refrain from using or disclosing the information or trading or commissioning any transaction in the Company’s shares. STOCK MARKET CODE OF ETHICS

The Director must inform the Board of Directors of any existing or potential conflicts of interest with FFP. He/she must refrain from taking part in the corresponding voting. To this end, each director must provide a solemn declaration concerning the actual or potential existence of a conflict of interest: a) upon taking office; b) every year in response to a request made by the Company upon preparation of the Registration Document; c) at any time should the Chairman so request; d) within ten business days following the occurrence of any event making the previous declaration partially or wholly inaccurate. The Director is bound by a duty of loyalty. To this end, he/she must not make a personal commitment to a business competing with the Company or its Group, without informing the Board of Directors and having gained its approval. DUTY OF CARE AND TO ATTEND MEETINGS Every director must stay informed and devote the requisite time to conducting his/her duties. Every director must endeavour to take part in all meetings of the Board and committees on which he/she serves and to attend all General Meetings of the shareholders. For transparency’s sake, the Registration Document indicates the directors’ attendance record at meetings of the Board of Directors and its committees. DIRECTORS’ TRAINING Directors must possess highly extensive knowledge of the Company’s specific characteristics, its business activities and its business lines. Upon his/her appointment and throughout his/her term in office, every director may receive the training deemed necessary for the conduct of his/her duties. This training is arranged and offered by the Company, which bears the associated cost. DUTY OF DISCRETION AND PROFESSIONAL SECRECY Generally speaking, all the files considered at meetings of the Board of Directors and the information gathered during or outside Board meetings are confidential without any exceptions, irrespective of whether the information gathered has been presented as confidential by the Chairman. Aside from the duty of discretion provided for by the provisions of law and the regulations in force, every member of the Board of Directors must consider themselves bound by professional secrecy.

2

73

FFP

2017 REGISTRATION DOCUMENT