GROUPAMA / 2020 UNIVERSAL REGISTRATION DOCUMENT

8 ADDITIONAL INFORMATION Company information

Organisation and operation 8.1.2.25 of the Mutual Insurance Advisory Board (Article 25)

The term of office as member of the Mutual Insurance Advisory Board automatically ceases before the end of six years in the following cases: death, resignation; ❯ loss of the position of Chairmanof a membermutual in the case ❯ of members serving in that position; loss of the capacityas Director of a regionalmutual or a decision ❯ of the regional mutual to terminate their mandate in the case of members appointed by member metropolitan regional mutuals; the member reaches the age limit; the terminationof the term of ❯ office shall take effect following the General Meeting of the national mutual held in the year of his/her 65 th birthday. The Mutual Insurance Advisory Board’s responsibilities are to: nominate candidates for the office of Chairman of the Board of ❯ Directors of the national mutual; define the general guidelines of the mutual insurance group and ❯ to oversee their implementation; define Groupama’spositions at the national and European level ❯ as an agricultural professional organisation involved in the life of the territories; developmutual insuranceprincipleswithin the member mutuals, ❯ following an innovative and open approach to the social and economic environment in which Groupama operates; lead actions to promote the Groupamamutual more widely as a ❯ professional organisation and a responsible player in the global economy; design, carry out or have carried out, together with the member ❯ mutuals, the training of elected representatives, particularly to meet the requirementsof the supervisoryauthority resulting from the provisions of the French Insurance Code. The Mutual InsuranceAdvisoryBoard carries out its missions in the form of opinions, recommendations, and proposals for actions. Their implementation is decided by the competent administrative and management bodies of the national mutual. In particular, it may propose that the national mutual join or provide financial support to all professional organisations, consortiums or companies of agricultural interest operating in the territories where the membermutualsoperateand establishand developpermanent relationships with the professional organisations of different categories of members at the national, European and international level. For its work, it relies on the resources made available to it by the Executive Management. Responsibilities and powers 8.1.2.24 of the Mutual Insurance Advisory Board (Article 24)

Chairman of the Mutual Insurance Advisory Board (a) The Chairman of the Board of Directors serves as ex-officio Chairman of the Mutual Insurance Advisory Board. The Chairman of the Board of Directors of the national mutual handles is responsible for its ongoing political representationwith professional organisations representing the different categories of members, public authorities and administrations, as well as with member mutuals. The Chairmandelegatespowers of ongoing political representation to the Deputy Chairman and to the Vice-Chairmenin one or more specific areas. The Chairman may also delegate part of these powers to any member of the Mutual Insurance Advisory Board. The Chairman convenes the Mutual InsuranceAdvisory Board and directs its work. If the Chairman is unable to attend, he/she is replaced by the Deputy Chairman or one of the Vice-Chairmen. Executive Board of the Mutual Insurance Advisory (b) Board The Executive Board of the Mutual Insurance Advisory Board is composed of the Chairman of the Board of Directors of the metropolitan regional mutuals and a Deputy Chairman or a Vice-Chairmanof each of these mutualsappointedas a member of the Mutual InsuranceAdvisory Board as mentioned in Article 22 of these bylaws. Each metropolitan regional mutual appoints the Deputy Chairman or the Vice-Chairmanserving as a member of the Mutual Insurance Advisory Board to sit on the Executive Board. The Deputy Chairman of the Mutual Insurance Advisory Board is elected by the Board on the Chairman’sproposal from among the Chairmenof metropolitanregionalmutuals for a termof three years, expiring following the annual Ordinary General Meeting held in the year of the expiry of the term of office. The other members of the Executive Board of Chairmen of metropolitan regional mutuals are Vice-Chairmen of the Mutual Insurance Advisory Board. The ExecutiveBoard preparesand monitors the work of the Mutual Insurance Advisory Board, particularly its relations with agricultural professional organisations and other players in the life of the territories. It meets as often as necessary for the initiative and whenever convened by the Chairman,or, failing that, by the DeputyChairman or a Vice-Chairman. No one can be represented within the Executive Board or vote by proxy. Resolutions are adopted by a majority vote of the sitting members. The Chairmen’s Committee, composed of the Chairman, the Deputy Chairmanand the seven Vice-Chairmen,regularlymonitors the activity of the Mutual Insurance Advisory Board and prepares the work of the Executive Board.

316

Universal Registration Document 2020 - GROUPAMA ASSURANCES MUTUELLES

Made with FlippingBook - Online Brochure Maker