GROUPAMA / 2019 Universal Registration Document

3 CORPORATE GOVERNANCE AND INTERNAL CONTROL Disclosures on Corporate Governance

As far as the Companyis aware, theother terms ofoffice heldby the ChiefExecutiveOfficer are thoselistedbelow:

BUSINESS ADDRESS GROUPAMA ASSURANCES MUTUELLES

Thierry Martel Date of birth: 25 October 1963

8-10, RUE D’ASTORG 75008 PARIS, FRANCE

Main role in the Company Thierry Martel was appointed Chief Executive Officer of the Company on 24 October 2011. This term was renewed during the Board meetingof 18 June2015and will expirefollowingthe AnnualGeneralMeetingin 2021.At its meetingof 7 June2018,the Boardof Directors confirmedThierryMartel in his duties,with no time limitation,in accordancewith the law applicableto mutualinsurancecompanies. Roles outside the Company Chairman of Association des Assureurs Mutualistes (AAM) ● Vice-Chairman of Fédération Française d’Assurance (FFA) ● Professional experience/Management expertise January 2010 to November 2011: Chief Executive Officer of Assurance & Banque France ● September 2008 to December 2010: Chief Executive Officer of Assurance France in charge of insurance and services to ● individuals, businesses and local communities and the Gan Assurances profit centre November 2006 to September 2008: General Manager of Individual Insurance and Services, in charge of the private, farming ● and professional markets March 2005 to October 2006: General Manager of Personal Insurance at Groupama SA ● November 2003 to February 2005: Auditing Manager overseeing Group Actuarial Affairs at Groupama SA ● April 1999 to October 2003: Head of Insurance at Groupama Grand Est ● September 1995 to March 1999: Head of Resources at Groupama Grand Est ● December 1990 to August 1995: Groupama Assurance Internationale: head of the Logistics and Organisation Department ● in charge of legal and technical due diligence in M&A transactions April 1988 to December 1990:Insurance commissioner/auditorin the InsuranceDepartmentof the Ministry of Economy and Finance ● September 1987 to April 1988: temporary transfer to serve as Finance Inspector at the Office of the Inspector General of Finance ● Graduated fromthe École Polytechnique in July 1985. Graduated from the Institutd’Études Politiques deParis in July 1987(Economics/FinanceDivision –majoring in finance andtax affairs). Certified member of theInstitut des ActuairesFrançais. Current offices held Served within the Group in France

Non-Director Chief Executive Officer ●

Since 7 June 2018

Groupama Holding Filiales et Participations

Served outside the Group in France

Vice-Chairman of the Board of Directors ● Director ● Representative of Groupama Assurances Mutuelles, ● Director Vice-Chairman of the Board of Directors ● Permanent representative of Groupama Assurances ● Mutuelles, Director

Since 8 December 2011 Since 10 December 2009 Since 22 February 2019

La Banque Postale Assurances IARD Colombus Holding (SAS) Compagnie Financière d’Orange Bank

Since 4 October 2016 Since 21 September 2015

Fonds Stratégique de Participations

Offices held from 2015 to 2019 no longer held by Mr Martel Served within the Group in France

Non-Director Chief Executive Officer (end of term 7 June 2018) ● Non-Director Chief Executive Officer (end of term 7 June 2018) ● Chairman of the Board of Directors (end of term 6 June 2018) ●

Groupama Holding Groupama Holding 2 Groupama Holding Filiales et Participations

54 Universal Registration Document 2019 - GROUPAMA ASSURANCES MUTUELLES