UNIVERSAL REGISTRATION DOCUMENT 2023

8 ADDITIONAL INFORMATION Company information

entered into under normal conditions under the terms of Article R. 322 ‑ 57 of the French Insurance Code). The committee will also report to the Board of Directors on the status of these agreements; to review any possible amendment to the reinsurance agreement; ❯ to review the funding of major programmes, in particular mutual certificates; ❯ and, in general, to prepare the work of the Board of Directors, support its decision ‑ making and inform or even alert it when necessary. MEMBERSHIP The Audit and Risk Management Committee consists of a minimum of three (3) and a maximum of six (6) members appointed by the Board of Directors, chosen from among the Directors and, where applicable, the non ‑ voting Directors. At least one (1) of the committee members must be independent and chosen from among the Directors external to the Company if the committee has three members; the number of independent members must be at least two (2) if the committee has five (5) or more members. The committee cannot include the Chairman of the Board of Directors among its members. At least one committee member must, by training and experience, have a good understanding of financial statements and the accounting principles used by Groupama Assurances Mutuelles, the ability to evaluate the general application of these principles, experience in the preparation, audit, analysis, and evaluation of financial statements of a complexity comparable to those of Groupama Assurances Mutuelles, good understanding of internal control procedures and the committee’s functions, and, if possible, training or experience in insurance. The committee is chaired by an Independent Director. However, the committee may reserve the right to appoint, as a transitional measure, a Chairman chosen from among the Directors representing the member mutuals. The terms of office of committee members coincide with their terms as Director or non ‑ voting Director. The committee appoints its own Chairman. The General Secretary of Groupama Assurances Mutuelles serves as committee secretary. OPERATION Internal organisation of the committee The Audit and Risk Management Committee meets as often as deemed necessary and at least twice a year prior to the examination of the annual and mid ‑ year financial statements by the Board of Directors. Members are convened by the Committee Chairman or two of its members. The Chairman of the Board of Directors or the Chief Executive Officer may also request that the Chairman convene the Audit and Risk Management Committee on a specific item. Meetings of the committee are considered valid when at least half its members are in attendance. A committee member cannot be represented. Minutes of the meeting will be prepared, recording the agenda and the discussions held between committee members. The Committee Chairman or a member of the committee appointed for this purpose will report the committee’s opinions and recommendations to the Board of Directors for the purposes of its deliberations.

In this context, the committee must submit a report to the Board of Directors for each of these agreements, specifically regarding its purpose, its amount, and its principal conditions, and draw its conclusions in particular as to the applicable procedure (prior authorisation or communication by the Chairman to members of the Board of Directors and the statutory auditors, provided that it involves agreements corresponding to current operations to analyse any agreement entered into under the conditions referred to in Article R. 322 ‑ 57 of the French Insurance Code, including such agreements between Groupama Assurances Mutuelles and one of its non ‑ voting Directors. ❯ to study changes and adaptations to the accounting principles and rules; ❯ to verify the accounting treatment of any significant action carried out by Groupama Assurances Mutuelles; ❯ to examine the scope of consolidation of the consolidated companies and, as applicable, the reasons for which certain companies are not included therein; ❯ to examine significant off ‑ balance sheet commitments; ❯ to review the financial investment policy and assets/liabilities management; ❯ to examine forecasts in advance and monitor their realisation by identifying the major gaps; ❯ to monitor the statutory audit by the statutory auditors of the annual financial statements and the consolidated and combined financial statements; ❯ to ensure that the internal data collection and control procedures guarantee the quality and reliability of the Company’s accounts; ❯ to monitor the process of preparation of the financial information; to check, before publication, all accounting and financial information documents issued by Groupama Assurances Mutuelles; ❯ to manage the procedure for selecting the statutory auditors, review their activity schedule and their recommendations, prepare a notice on the total fees requested for performing the legal audit assignments, monitor the application of rules to ensure the independence of the statutory auditors and, where appropriate, authorise the statutory auditors’ provision of services other than the certification of the financial statements; to this end, the committee may ask to be notified of the fees paid by Groupama Assurances Mutuelles and its group to the statutory auditors and their respective networks; ❯ to receive the reports of the statutory auditors; ❯ to receive reports upon request on any subjects falling within its competence from the Group’s financial and accounting management; ❯ to monitor the effectiveness of the internal control and risk management systems and to assess their consistency, particularly with regard to ethics compliance; to assess the internal auditing work and the annual report on internal control; ❯ to monitor the risk management policies, procedures, and systems and, within this context, to review the prudential reports intended, as the case may be, for the ACPR or for public disclosure (ORSA, SFCR, RSR, etc.), the Group’s major risks, the Business Continuity Plans and the report on anti ‑ money ‑ laundering activities and combating the financing of terrorism; ❯

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Universal Registration Document 2023 GROUPAMA ASSURANCES MUTUELLES

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