Groupama // Universal Registration Document 2022

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ADDITIONAL INFORMATION Company information

(d) Allowances for performance of duties The duties of a member of the Mutual Insurance Advisory Board are performed free of charge. However, in their capacity as mutual insurance representatives, the Board of Directors may decide to grant allowances to members of the Mutual Insurance Advisory Board, including in the form of retirement benefits, within the limits set by the General Meeting, and to reimburse them for their travel, accommodation, and childcare expenses. Internal bylaws The Mutual Insurance Advisory Board adopts internal bylaws specifying the measures for applying title V of these bylaws. Statutory auditors (Article 26) Control is exercised by one or more acting statutory auditors appointed and exercising their duties in accordance with the law. The General Meeting is composed of the delegates appointed by the Boards of Directors of the member mutuals from among their members or among the members of the Boards of Directors of the local agricultural insurance mutuals within their district; it represents all of the member mutuals, and its decisions are binding on all of them, even those that are neither present nor represented. Each delegate shall have one vote. Each member of the Board of Directors shall attend this meeting in an advisory capacity unless he/she is not the delegate of a member mutual, in which case he/she shall have a right to vote. The Chief Executive Officer, the Deputy Chief Executive Officer (where applicable), and all other members of the management staff authorised by the Chairman of the Board of Directors (e) 8.1.2.26 8.1.2.27 Similarly, to contribute to its discussions, the Board of Directors or the Executive Board may hear from the Chief Executive Officer of a member mutual assigned to a task on a particular subject by the national mutual. Depending on the subject, the Chairman may decide to invite a representative of one or more professional organisations representing the different categories of members of the local mutuals to attend the Mutual Insurance Advisory Board as an auditor. The Board of Directors prepares an annual activity report and a report on the plan of projected actions, which are presented at the Annual General Meeting. The Mutual Insurance Advisory Board may be informed of the main measures taken pursuant to the provisions relating to the operation of the Group and the network, in particular those relating to the rules for appointment and dismissal of Chief Executive Officers and dismissal of Board of Directors of member mutuals and local mutuals. Composition of the General Meeting (Article 27)

(a) (b) Any delegate who is a member of the General Meeting may be represented by another member delegate of that meeting holding a proxy; however, no delegate may represent more than five members of the General Meeting. A delegate holding proxies must submit them at the national mutual’s headquarters and have them recorded registered there at least five days before the General Meeting. Otherwise, these proxies will be null and void. Participation in the General Meeting by video ‑ conferencing or telecommunication means Members who participate in the General Meeting by video ‑ conferencing or any other method of telecommunication, in accordance with the applicable regulatory provisions and their conditions. (c) Remote voting by post or electronically Members voting remotely, by post or electronically (including the Internet), shall be deemed present for the purposes of calculating the quorum and majority under the conditions set out below. In this case, the Company makes the remote voting form available to members under the conditions provided for by the regulations. In the event of remote voting by post or electronically prior to the General Meeting, the member must complete a voting form in accordance with the applicable regulatory provisions. In order to be considered: the form for remote voting by post must have been received by the Company no later than three (3) clear days before the date of the General Meeting; ❯ the form for electronic voting must have been received by the Company no later than 3:00 p.m. (local time at the Company’s headquarters) on the day before the General Meeting. ❯ attend the General Meetings in an advisory capacity. Each member mutual is entitled to a delegate to the General Meeting. Mutuals whose ceded contributions exceed 10 (ten) million euros without exceeding 100 (one hundred) million euros are entitled to 4 (four) delegates. Mutuals whose ceded contributions exceed 100 (one hundred) million euros are entitled to 25 (twenty ‑ five) delegates. On the decision of the Board of Directors, the members of the General Meeting may be invited to participate in General Meetings (1) physically (in person or by proxy), (2) by video ‑ conferencing or telecommunications means, and/or (3) by means of remote voting by post or electronically, under the conditions set out below. Physical participation in the General Meeting

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Universal Registration Document 2022 - GROUPAMA ASSURANCES MUTUELLES