Groupe Renault - 2019 Universal Registration Document

RENAULT: A RESPONSIBLE COMPANY

ANNUAL GENERAL MEETING OF RENAULT ON APRIL 24, 2020

CORPORATE GOVERNANCE

GROUPE RENAULT

FINANCIAL STATEMENTS

RENAULT AND ITS SHAREHOLDERS

ADDITIONAL INFORMATION

COMPOSITION, PREPARATION AND ORGANISATION OF THE BOARD OF DIRECTORS

COMPOSITION, PREPARATION AND 3.1 ORGANISATION OF THE BOARD OF DIRECTORS

This chapter describes the method for managing and directing Renault SA as a listed company and the parent company of Groupe Renault. This management method is also applicable to Renault s.a.s., a subsidiary of Renault SA and the umbrella company for Groupe Renault’s automotive and financial businesses.

The operating principles and missions of the Board of Directors are described in the Board Charter, which is available in full on Groupe Renault’s website. The main contents of the Board Charter are reproduced below.

03

Governance structure 3.1.1

Evolution of the mode of governance During its meeting of January 24, 2019, the Board of Directors, on the recommendation of the Appointments and Governance Committee, decided to separate the offices of Chairman of the Board of Directors and Chief Executive Officer. The Board of Directors considers that this governance structure is appropriate to Renault’s current challenges. It enables the Company to benefit from both the Chairman’s stature and expertise in corporate governance and the managerial background and industrial and automotive expertise of the Chief Executive Officer, in charge of the management and the implementation of the Company’s mid-term plan. The office of Chairman of the Board of Directors was entrusted to Mr Jean-Dominique Senard following his appointment as a Director pursuant to the provisions of Article L. 225-17 par. 3 of the French Commercial Code. His appointment as a Director was ratified by the Annual General Meeting held on June 12, 2019. The office of Chief Executive Officer was entrusted to Mr Thierry Bolloré, who was previously appointed Deputy Chief Executive Officer on November 20, 2018.

During its meeting of October 11, 2019, the Board of Directors decided to end Mr Thierry Bolloré’s term of office as Chief Executive Officer of Renault SA and Chairman of Renault s.a.s. with immediate effect. The Board of Directors has also decided to appoint Ms Clotilde Delbos as Chief Executive Officer of Renault SA for an interim period, until a process is completed to appoint a new Chief Executive Officer. Following the selection process conducted by the Governance and Compensation Committee, the Board of Directors, at its meeting on January 28, 2020, decided to appoint Mr Luca de Meo as Chief Executive Officer of Renault SA and Chairman of Renault s.a.s., effective July 1, 2020. The Board of Directors was of the opinion that Mr Luca de Meo, due to his background, experience and success in his previous functions, possesses all of the qualities required to contribute to the growth and transformation of Groupe Renault in all its dimensions.

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GROUPE RENAULT I UNIVERSAL REGISTRATION DOCUMENT 2019