GECINA - REFERENCE DOCUMENT 2017

05

BOARD OF DIRECTORS’ REPORT ON CORPORATE GOVERNANCE

This report, prepared by the Board of Directors pursuant to Article L.225-37 of the French Commercial Code, includes the information mentioned in Articles L.225-37-2 to L.225-37-5 of said Code, and in particular: information on corporate governance; ■ information on the compensation of the corporate ■ officers; and information about the capital structure and factors that ■ could have an impact in the event of a public offer. This report has been prepared with the support of the Legal Department, the Human Resources Department and the Finance Department. Various meetings were

organized with the heads of the different Group Departments to discuss this report. It was presented to the Governance, Appointment and Compensation Committee prior to its approval by the Board of Directors at its meeting of February 21, 2018. Gecina complies with the AFEP-MEDEF Corporate Governance Code for listed companies (“AFEP-MEDEF Code”), pursuant to the decision by the Board Meeting of December 18, 2008. As at the date of preparation of this report, Gecina complies with all recommendations of this Code, which is available on the MEDEF website ( www.medef.com ).

GOVERNANCE 5.1

5.1.1

STRUCTURE OF THE BOARD OF DIRECTORS AND THE EXECUTIVE MANAGEMENT TEAM

ISABELLE COURVILLE Independent director

LAURENCE DANON ARNAUD Independent director

BERNARD MICHEL Chairman of the Board of Directors

MÉKA BRUNEL Chief Executive Officer and Director

STRUCTURE OF THE BOARD OF DIRECTORS AND THE EXECUTIVE MANAGEMENT TEAM AT FEBRUARY 21,2018

CLAUDE GENDRON Director

SYLVAIN FORTIER Permanent representative of Ivanhoé Cambridge Inc. Director

DOMINIQUE DUDAN Independent director

BERNARD CARAYON Observer

JACQUES-YVES NICOL Independent director

JEAN-JACQUES DUCHAMP Permanent representative of Predica Director

INÈS REINMANN TOPER Independent director

132 GECINA - REFERENCE DOCUMENT 2017

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