UNIVERSAL REGISTRATION DOCUMENT 2023

3 CORPORATE GOVERNANCE AND INTERNAL CONTROL Disclosures on Corporate Governance

Sections 3.1. to 3.4. below constitute the corporate governance report. This report, which was approved by the Groupama Assurances Mutuelles Board of Directors in its meeting of 18 April 2024, is based on the information compiled under the authority of the Groupama Assurances Mutuelles executive management. It describes the corporate governance of Groupama Assurances Mutuelles and the rules used to determine the compensation and benefits of any kind granted to corporate officers.

3.1 DISCLOSURES ON CORPORATE GOVERNANCE

3.1.1

BOARD OF DIRECTORS

Directors: Representing the member mutuals:

Nicolas Assémat ❯ Daniel Collay ❯ Patrick Laot ❯ Sylvie Le Dilly ❯ Pierre Martin ❯ Jérôme Moy ❯ Denis Roumégous ❯

3.1.1.1 Membership Groupama Assurances Mutuelles (“the Company”) is administered by a Board of Directors made up of 15 members, including: 13 Directors appointed by the Ordinary General Meeting: ❯ 9 natural persons representing the member mutuals having the position of Chairman of the Board of Directors of their mutual; ■ 4 Directors elected for their qualifications who have the status of Independent Directors as defined by the AFEP/ MEDEF Code and in the internal bylaws of the Board of Directors (see appendix 4 of section 8.1.3.4); ■ 2 Directors elected by Company employees. ❯ During the 2023 fiscal year, its membership was modified following: the appointment of Patrick Laot on 9 June 2023 to replace Jean ‑ Louis Pivard; ❯ the co ‑ optation of Pierre Martin on 9 June 2023 to replace Jean ‑ Yves Dagès. The ratification of his appointment will be submitted to the General Meeting of 7 June 2024. ❯ In addition, François Schmitt succeeded Jean ‑ Yves Dagès as Chairman of the Board of Directors, and Laurent Poupart succeeded Jean ‑ Louis Pivard as Vice ‑ Chairman of the Board of Directors by a decision of the Board of Directors on 9 June 2023. As of 31 December 2023, the membership of the Board of Directors was as follows: Chairman:

Independent, chosen for their qualifications:

Isabelle Bordry ❯ Ada Di Marzo ❯ Anne Guérin ❯ Élie Harari ❯

Employee representatives:

Isabelle Chasseur ❯ Christophe Mercier ❯

Representing the Social and Economic Committee:

Catherine Guibert ❯

Secretary of the Board:

Cécile Daubignard ❯

The average age of the Directors is 56. The General Meeting of Groupama Assurances Mutuelles did not use the authority provided for in Article 21 of the bylaws to appoint non ‑ voting Directors.

Vice ‑ Chairman: François Schmitt ❯ Laurent Poupart ❯

28

Universal Registration Document 2023 GROUPAMA ASSURANCES MUTUELLES