Groupama // Universal Registration Document 2022

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ADDITIONAL INFORMATION Company information

8.1.3.3 Executive Management Within the framework of the powers conferred to the central body, the executive management is responsible for taking any necessary measures for the cohesion and proper operation of the network and thus, in particular, must: represent the organisations within the network with the French banking regulator (ACPR); ❯ ensure the application of the legislative and regulatory provisions specific to the organisations within the network; ❯ organise audit and control duties within the network; ❯ ensure that retrocessions of organisations that it reinsures are sufficient to guarantee their solvency and compliance with their commitments, report to the Board of Directors and propose any necessary measures; ❯ issue, under the conditions set out in the agreement on security and solidarity plans entered into between Groupama Assurances Mutuelles and the organisations within the network, any useful instructions for engaging in the business of the organisations within the network and ensure their effective implementation; ❯ implement the organisation of the internal control programme as well as the risk management policy; ❯ approve the appointment of the Chief Executive Officers of the organisations within the network, under the conditions set out in the agreement on security and solidarity plans. ❯ The compensation granted to Independent Directors and, where applicable, to non ‑ voting Directors and the compensation granted to Directors representing member mutuals are set out in the corporate governance report, appended to the management report. Directors who participate by phone in a regularly scheduled meeting of the Board of Directors or one of its committees receive no Directors’ fees. Appendix 1 Audit and Risk Management Committee PURPOSE OF THE COMMITTEE The purpose of the Audit and Risk Management Committee is as follows: to analyse the mid ‑ year and annual financial statements distributed by Groupama Assurances Mutuelles upon preparation of the accounts and to provide greater detail on certain items prior to their presentation to the Board of Directors; ❯ to ensure the relevance and permanence of the accounting principles and methods applied; ❯ 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; ❯ 8.1.3.4 Appendices to the internal bylaws of the Board of Directors

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; ❯ 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. ❯ 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

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Universal Registration Document 2022 - GROUPAMA ASSURANCES MUTUELLES