Groupama // Universal Registration Document 2022

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ADDITIONAL INFORMATION Company information

(b) The age limit for exercising the duties of Director is set at the sixty ‑ fifth (65) birthday, and a member of the Board of Directors shall be deemed to have officially resigned upon completion of the Ordinary General Meeting in the year of his/ her sixty ‑ fifth birthday. Conditions for the election of employee Directors For each vacant seat on the Board, the method of ballot counting is as provided for in the legal provisions. Elections may be held electronically. In the event of a vacancy due to death, resignation, dismissal, termination of the employment contract, or for any other reason whatsoever from a position of Director elected by the employees, the vacant seat shall be filled in accordance with the provisions of Article L. 225 ‑ 34 of the French Commercial Code. If, after application of this Article, the number of seats of elected Directors actually filled falls below two before the normal expiry of these Directors’ term of office, the vacant seats will remain vacant until such expiry date. Until then, the Board of Directors will continue to meet and carry out valid business. Elections are held every four (4) years, such that a second round may be held no later than fifteen days before normal expiry of the term of office of the outgoing Directors. The date of the 1st ballot round must be posted at least six weeks before. The list of voters must be posted at least five weeks before the date of the 1st round. th The status and methods of election of these Directors are set by Articles L. 225 ‑ 28, L. 225 ‑ 29 (first paragraph) and L. 225 ‑ 30 to L. 225 ‑ 34 of the French Commercial Code, as well as by these bylaws. They are two (2) in number, including one management representative. They are appointed for four (4) years. They may be re ‑ elected. Regardless of his/her method of appointment, the duties of a Director will end following the Ordinary General Meeting approving the corporate financial statements for the fiscal year just ended, held in the year when the Director’s term of office expires. Directors elected by the employed staff of the national mutual pursuant to Article L. 322 ‑ 26 ‑ 2 of the French Insurance Code ❯ ratification by the next Ordinary General Meeting. If the appointments are not ratified, the deliberations and actions previously completed by the Board shall remain valid;

8.1.2.16 (a) Chairman of the Board of Directors The Board of Directors shall elect a Chairman from among its natural person members on the proposal of the Mutual Insurance Advisory Board. The Chairman’s term of office is three years but may not exceed his/her term as Director. The Chairman may be re ‑ elected. The Board of Directors may dismiss the Chairman at any time. The Chairman may be granted compensation in an amount determined by the Board of Directors. If the acting Chairman reaches the maximum age of 65 years set for his/her term of office as Director, his/her duties will terminate upon completion of the Ordinary General Meeting held in the year of his/her sixty ‑ fifth birthday. Candidates or lists of candidates may be nominated either by one or more representative trade unions, or by one twentieth of the voters or, if their number is greater than two thousand, by one hundred voters. Each application must include, in addition to the candidate’s name, the name of the candidate’s alternate, if any. The candidate and the candidate’s alternate must be of different genders. The balloting will be carried out on the same dates on all of the national mutual’s sites at the workplace and during business hours. Each voting office consists of three voter members, chaired by the eldest of them. They are responsible for the successful outcome of the voting activities. Ballots will be counted in the voting office immediately after the close of balloting; the report will be prepared upon completion of the counting. In the event of a tie, the candidate with the longest ‑ standing employment contract will be declared elected. Directors elected by employees will assume office during the meeting of the Board of Directors held after the Ordinary General Meeting approving the financial statements for the fiscal year just ended. The conditions for balloting not defined by Articles L. 225 ‑ 28, L. 225 ‑ 29 (first paragraph) and L. 225 ‑ 30 to L. 225 ‑ 34 of the French Commercial Code or by these bylaws are set by Executive Management after consultation with the representative trade unions. Organisation and deliberations of the Board of Directors (Article 16) The deadlines for other electoral operations, for each ballot round, are as follows: candidates are to file at least four weeks before the balloting date; ❯ the lists of candidates are to be posted at least two weeks before the balloting date; ❯ the documents needed for voting by mail, where applicable, are to be posted at least two weeks before the balloting date. ❯

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Universal Registration Document 2022 - GROUPAMA ASSURANCES MUTUELLES