FFP_REGISTRATION_DOCUMENT_2017

CORPORATE GOVERNANCE

Corporate officers’ remuneration and benefits of any kind

Robert Peugeot Robert Peugeot’s remuneration consists solely of a fixed component, and he does not receive any bonus or exceptional payments. On the recommendation of the Governance, Appointments and Remuneration Committee, the Board of Directors approved this gross remuneration of €640,000 at its meeting on 23 March 2018. He will also receive attendance fees in respect of his duties as Chairman of FFP’s Board of Directors and director of Établissements Peugeot Frères, the company that controls FFP. The bulk of these attendance fees are variable and are linked to attendance at Board meetings. On the recommendation of the Governance, Appointments and Remuneration Committee, the Board of Directors proposed at its meeting on 23 March 2018 that Robert Peugeot should also be allotted 8,500 bonus shares. The definitive decision to allot these shares, and the corresponding allotment conditions, including performance conditions, will be laid down by the Board of Directors at its meeting on 17 May 2018, provided that the shareholders give their prior approval at the Annual General Meeting of 17 May 2018 (Eighteenth resolution) to the Board of Directors to carry out this bonus allotment of shares. Lastly, the Chairman and Chief Executive Officer has a company car. Bertrand Finet Bertrand Finet’s remuneration consists of a fixed salary and a bonus linked to attainment of objectives set by the Board of Directors on the recommendation of the Governance, Appointments and Remuneration Committee. At its meeting of 23 March 2018, the Board of Directors set his fixed salary at €600,000 gross and his bonus at a maximum of €150,000 gross payable in 2019 subject to the achievement of the following qualitative and quantifiable criteria: O qualitative criteria (60% of the bonus): • integration of new recruits/employee development; • promotion of FFP to shareholders; • raising of FFP’s profile among its external stakeholders, and • continued development of the deal flow; O quantifiable criteria (40% of the bonus), breaking down into two sub-criteria:

• 50% linked to the performance of FFP’s NAV excluding PSA compared with that of the Eurostoxx 600 index on a dividends reinvested basis. If performance is positive and exceeds that of the Eurostoxx 600 index, this portion is triggered progressively, with the maximum allocation for a performance of over 6%; and • 50% linked to the absolute performance of FFP’s NAV excluding PSA. If performance is positive, this portion is triggered progressively, with the maximum allocation for a performance of over 8%. On the recommendation of the Governance, Appointments and Remuneration Committee, the Board of Directors proposed at its meeting on 23 March 2018 that Bertrand Finet should also be allotted 6,500 bonus shares The definitive decision to allot these shares, and the corresponding allotment conditions, including performance conditions, will be laid down by the Board of Directors at its meeting on 17 May 2018, provided that the shareholders give their prior approval at the Annual General Meeting of 17 May 2018 (Eighteenth resolution) to the Board of Directors to carry out this bonus allotment of shares. A termination benefit will be awarded to Bertrand Finet, should his corporate office be terminated by the Board for a reason other than serious misconduct. This benefit will amount to: O 1 year’s fixed salary and bonus should his corporate office be terminated after the first year, provided that he has fulfilled at least 60% of the qualitative and quantifiable performance criteria to be set by the Board for 2018; and O 2 years’ fixed salary and bonus should his corporate office be terminated after the second year, provided that he has fulfilled the qualitative and quantifiable performance criteria to be set subsequently by the Board covering the previous two years. This termination benefit was approved in principle in accordance with the procedure covering related party agreements at the Annual General Meeting on 9 March 2017. Pursuant to the provisions of article L. 225-42-1 of the French Commercial Code, this decision by the Board of Directors was announced in a press release published on the Company’s website. The undertaking was also approved at the Annual General Meeting

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of 11 May 2017 (Fourteenth resolution). Lastly, Bertrand Finet has a company car.

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FFP

2017 REGISTRATION DOCUMENT