Groupe Renault - 2019 Universal Registration Document

03

COMPOSITION, PREPARATION AND ORGANISATION OF THE BOARD OF DIRECTORS CORPORATE GOVERNANCE

Policy implementation To implement this diversity policy, the Board of Directors uses annual evaluations of its work (for more details on the Board’s evaluation, see section 3.1.7 of the Universal registration document). The progressive and planned renewal of the terms of offices makes it possible to anticipate the skills to be renewed or to evolve according to the evolution of the industry and of the markets in which the Company operates. Implementation of the diversity policy in 2019: the number of members of the Board of Directors was reduced to P 18 Directors. This number remains higher than the average for CAC 40 companies, but is explained by the significant number of directors elected or designated directly pursuant to the law, the articles of association or agreements entered into with Nissan, and given the will to ensure the presence of a majority of Independent Directors. Accordingly, the proportion of Independent Board Directors as at December 31, 2019 was 64.34%, down from 66.7% as at December 31, 2018; the number of women on the Board of Directors at the close of the P 2019 Annual General Meeting remained at seven, or 46.7% of members, up from 43.7% the previous year. Moreover, three of the Board of Directors’ four committees are chaired by women, an increase over the previous year; the Board of Directors’ expertise, in the automotive industry and P in executive management especially, was reinforced by the appointment of Mr Senard as Chairman of the Board of Directors and Ms Winkler as Director; the Board of Directors contains five different nationalities and a P majority of Directors who work or have worked abroad or in international groups; three Directors representing employees and one Director P representing employee shareholders are fully associated in the work of the Board of Directors and its committees. Each year,

these four Directors benefit from a training cycle. They benefit from in-house training provided by Groupe Renault’s employees and training provided by external organizations. This training helps them to exercise their mandate to the fullest, by enabling them to quickly acquire the specific skills of a company director. In addition, their professional background as well as their trade union activity within Groupe Renault gives them a solid knowledge of the Group’s organization and activities; the appointments approved at the Annual General Meeting of P June 12, 2019, as well as the changes in the composition of the Board of Directors committees are part of the continuing implementation of this diversity policy of the Board of Directors. With the exception of the Directors appointed on the proposal of Nissan and the Directors designated by the French State, no contracts or agreements have been concluded with main shareholders, clients, suppliers, or other parties allowing any of these persons or one of their representatives to be selected as a member of the Board or other Senior Management body in the Company, thus mitigating potential or actual conflicts of interest. Diversity policy applied to Senior Management The Board of Directors also oversees the implementation of the Group’s diversity policy, particularly with regard to the balanced representation of women and men on the Group’s Executive Committee and in positions of higher responsibility. As of December 31, 2019, there were two women on the Group Executive Committee. Globally, just under 20% of white-collar employees are women and an action plan is in place to continue to increase the percentage of women in the 250 key positions. For further information on the diversity policy applied within the Group Executive Committee and, more generally, within the Group, see chapter 2.4.1 of the Universal registration document.

260 GROUPE RENAULT I UNIVERSAL REGISTRATION DOCUMENT 2019

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