MRM - 2020 Universal Registration Document

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Corporate governance

Report on corporate governance

1.12 Composition and missions of the Strategy Committee

The members of the Strategy Committee are: • François de Varenne, Chairman of the Board of directors, Chairman of the Strategic Committee; • Gilles Castiel, director; and • François Matray, Chief Executive Offcer. 1.13 Strategic Committee’s work in 2020 The Strategic Committee met seven times during the 2020 financial year and its meetings, lasting two to three hours, mainly covered: • monitoring the progress of the letting activities and portfolio value-enhancement plans; • monitoring the management of the health crisis linked to the COVID-19 pandemic and its operational and fnancial impacts; • managing bank debt; • drafting the financial communication policy; • a review of the Company’s strategic directions for the future.

On 29 May 2013, the Board decided to establish a Strategic Committee with the following duties: • studying strategic issues involving the Group; • supervising the execution of Group strategy by the Chief Executive Offcer; • reviewing any major investment, acquisition or disposal plans; • supervising the drafting of a business plan and monitoring its implementation; • examining the financing policy of the Company and its subsidiaries (including any plans to change, repay early, renegotiate or refinance the existing debt). The Strategic Committee gives opinions and recommendations to the Board on matters within its competence.

In 2020, the average attendance rate of the Strategic Committee’s members was 100%. The following table shows the attendance of each member of the Strategic Committee during the past year:

Members of the Strategic Committee

Attendance rate

François de Varenne Jacques Blanchard (1)

7 meetings out of 7 (100%) 4 meetings out of 4 (100%) 7 meetings out of 7 (100%) 3 meetings out of 3 (100%)

Gilles Castiel

François Matray (2)

OVERALL RATE

100%

(1) Member of the Strategic Committee until 1 October 2020. (2) Member of the Strategic Committee from 1 October 2020.

1.14 Composition and missions of the CSR Committee On 26 June 2020, the Board decided to establish a CSR Committee with the following duties: • ensure that Environmental, Social and Governance (ESG) issues are taken into account in the Company’s strategy; • oversee the establishment of ESG commitments and objectives, in particular by validating the action plan and the associated performance indicators; • ensure the continuous monitoring and evaluation of the results and impacts of the action plan through the indicators and with regard to the established objectives; • review all reporting and communication documents relating to the Company’s CSR policy and make it possible to report on the progress against and achievement of the objectives set;

• examine the ESG risks and opportunities with respect to the Company’s activities; • ensure the updating of the Company’s ESG objectives as part of a consistent approach to continuous improvement; • where appropriate, propose objectives in terms of gender balance of the governing bodies with an action plan and a time horizon to achieve them. The CSR Committee gives opinions and recommendations to the Board on matters within its competence. The members of the CSR Committee are: • Valérie Ohannessian, independent director, Chairperson of the CSR Committee; • Brigitte Gauthier Darcet, independent director; and • Jacques Blanchard, director.

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M.R.M. 2020 UNIVERSAL REGISTRATION DOCUMENT