MRM // 2021 Universal Registration Document

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Corporate governance

Report on corporate governance

In addition, the table below shows changes in the Group’s performance over the last five years:

2021

2020

2019

2018

2017

Consolidated net income €5,603 thousand -€7,173 thousand €3,157 thousand -€10,428 thousand -€4,628 thousand Change N/N-1 -178.1% -327.2% -130.3% +125.3% -190.9% Net operating cash flow €3,936 thousand €2,946 thousand €2,958 thousand €2,400 thousand €1,733 thousand Change N/N-1 +33.6% -0.4% +23.3% +38.5% -65.0%

2.2.2 Remuneration of the Chairman of the Board of directors

At its meeting of 24 June 2021, the Board decided to use this budget to remunerate the attendance of independent directors and directors who are not employees of the SCOR group in the following proportions, linked in particular to market practices in terms of the amounts: • remuneration of €1,100 per Board meeting attended by the director; • remuneration of €1,100 per Committee meeting attended by the director; • remuneration of €2,200 per Committee meeting attended by the director Chairman of the committee in question; • remuneration of €1,100 per director to be invested in Company shares. Except for the last item, which is intended to promote compliance with the share ownership requirement imposed by the internal regulations, this remuneration is variable in full and based entirely on independent directors’ attendance and participation in Board of directors and Board Committee meetings. The table below summarises the remuneration allocated in respect of the financial year or paid during the said financial year by the Company (and, if applicable, its subsidiaries) to non-executive directors over the last two financial years:

François de Varenne, Chairman of the Company’s Board of directors, does not receive any remuneration from the Company or its subsidiaries. As a member of the Executive Committee of SCOR SE (the entity controlling the Company as defined by Article L.233-16 of the French Commercial Code), he receives remuneration and benefits from SCOR SE. However, no remuneration is due or awarded to him as Chairman of the Board of directors of M.R.M.

2.2.3 Remuneration of the non-executive corporate officers

The remuneration set out by Article L.225-45 of the French Commercial Code (formerly referred to as “director’s fees”) is the only item of remuneration paid to non-executive corporate officers. The Ordinary General Meeting of 26 June 2020 decided to set the total amount of this type of remuneration for directors at €65,000, until further notice.

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