GROUPAMA / 2020 UNIVERSAL REGISTRATION DOCUMENT

3 CORPORATE GOVERNANCE AND INTERNAL CONTROL Disclosures on Corporate Governance

Activity in 2020 (c) During the 2020 fiscal year, the Strategy Committeemet twice: 22 June and 7 October.On each occasion, it presenteda report on its activities to the Board of Directors. The attendance rate was 100%. During these two meetings, the committee: provided a progress report on the work to analyse the impact of ❯ the Covid crisis on the Group’s strategy; reviewed: ❯ the Group insurance profitability plan, ■ the 2025 IS plan, ■ the corporate market strategy; ■ was informed of the plan to change the capital structure of an ❯ international services subsidiary. Finally, the committee also defined its programme of work.

The Director of Strategy and Partnerships, who became Deputy CEO in charge of Strategy and Partnerships, Human Resources, and the General Secretariatas of 1 September2020, as well as the General Secretary,who also handles the secretarialduties, and the Head of Legal are permanent members of the committee. Responsibilities (b) The responsibilitiesof the Strategy Committee,which are included in the internal bylaws of the Groupama Assurances Mutuelles Board of Directors, are listed below: review the strategicguidelinesand associatedaction plans of the ❯ Group and its components as contained in the three-year Strategic and Operational Planning Process; discuss the Group’s longer-term, forward-looking strategic ❯ guidelineswith regard to the opportunitiesand constraintsof the environment as anticipated by the Group; review, on behalf of the Board of Directors, proposed strategic ❯ partnerships or M&A (acquisitions and disposals) and similar opportunities from strategic and financial perspectives, it being specified that the Chairman of the Audit and Risk Management Committee is invited to take part in this work.

Membership of the committees 3.1.2.4 Since 28 August 2020, the membership of the committees of tBheoard of Directors is as follows:

Committee

Members

Elie Harari, Chairman

❯

Caroline Grégoire Sainte Marie

❯

Audit and Risk Management Committee

Jérôme Moy

❯

Jean-Louis Pivard

❯

François Schmitt

❯

Caroline Grégoire Sainte Marie, Chairman ❯ Daniel Collay ❯ Jean-Pierre Constant ❯ Walter Guintard ❯

Compensation and Appointments Committee

Isabelle Bordry, Chairman

❯

Ada Di Marzo

❯

Strategy Committee

Sylvie Le Dilly

❯

Laurent Poupart

❯

51 Universal Registration Document 2020 - GROUPAMA ASSURANCES MUTUELLES