UNIVERSAL REGISTRATION DOCUMENT 2023

3 CORPORATE GOVERNANCE AND INTERNAL CONTROL Statutory auditors’ special report on regulated agreements

Grants to organisations and associations At its meeting on 14 December 2023, the Board of Directors authorised the payment of grants to the regional mutuals in mainland France in 2024, to be used to finance organisations or associations for projects that are national in scope but organised locally, up to a limit of 25,000 (incl. VAT) per regional mutual, up to a maximum of €100,000 (incl. VAT). Each of these grants was successively authorised by the Board of Directors, with the Chairman of the caisse concerned not taking part in the vote. Directors concerned: Mr Assémat, Mr Collay, Mr Laot, Mrs Le Dilly, Mr Martin, Mr Moy, Mr Poupart, Mr Roumégous and Mr Schmitt. Fate of the employment contract and consequences of the end of the term of office as Vice Chief Executive Officer The Board of Directors, dated 24 August 2023, authorised the signing of a tripartite mobility agreement (between GMA, GOC and Mr Larcher) equivalent to Mr Larcher’s employment contract, and the suspension of Mr Larcher’s employment contract for the duration of his term of office as Managing Director; and ❯ decided that, in the event of the Chief Operating Officer’s term of office coming to an end, his employment contract would resume in full. ❯ The Board of Directors has also decided that, in the event of departure from the company in the context of redundancy, the conventional system for executives will apply as provided for in the employment contract. Manager concerned: Mr Larcher Groupama Méditerranée mutualist certificate buyback programme On 6 April 2023, the Board of Directors authorised the signature of an amendment to the mutualist certificate subscription agreement between Groupama Assurances Mutuelles and the Groupama Méditerranée regional mutual dated 16 December 2021, so that Groupama Méditerranée could continue to honour requests to redeem mutualist certificates, while complying with the regulatory threshold of 10% treasury shares, 15 million for 2023 and 2024, and to record the commitment to repurchase mutualist certificates by Groupama Assurances Mutuelles from the Groupama Méditerranée regional office, for each of the 2023 and 2024 repurchase programmes, in a proportion that will enable Groupama Méditerranée to retain, once these repurchase transactions are completed, a number of mutualist certificates held in treasury that is less than the regulatory self ‑ holding threshold. Director concerned: Mr Assémat Groupama Paris Val de Loire mutualist certificates buyback programme On 14 December 2023, the Board of Directors, in order for Groupama Paris Val de Loire to be able to honour requests to repurchase mutualist certificates, while complying with the regulatory threshold of 10% held in treasury, authorised the replacement with Groupama Assurances Mutuelles of the entire stock of mutualist certificates held in treasury by Groupama Paris Val de Loire ( i.e . €4.78 million) before the end of December 2023. The Board of Directors also authorised successive replacement transactions for a portion of the mutualist certificates purchased by Groupama Méditerranée from Groupama Assurances Mutuelles as part of the 2023, 2024 and 2025 repurchase programmes, in a proportion allowing Groupama Paris Val de Loire to retain, once these repurchase transactions have been completed, a number of self ‑ held mutualist certificates below the regulatory self ‑ holding threshold, with the ceiling for the repurchase of mutualist certificates by Groupama Paris Val de Loire for 2024 and 2025 set at 15 million euros. Director concerned: Mr Collay

Neuilly ‑ sur ‑ Seine and Courbevoie, 29 April 2024

Statutory auditors

PricewaterhouseCoopers Audit

Mazars

Jean ‑ Claude PAULY

Sébastien ARNAULT

Marine BARDON

Maxime SIMOEN

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Universal Registration Document 2023 GROUPAMA ASSURANCES MUTUELLES