MRM // 2022 Universal Registration Document

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Corporate governance

Report on corporate governance

1.11 The Audit Committee’s work during the 2022 financial year The Audit Committee met six times during the 2022 financial year, and its meetings, lasting two to three hours, mainly covered: • meetings with the statutory auditors and the Finance Department regarding the preparation of the interim consolidated financial statements; • meetings with the statutory auditors and the Finance Department regarding the preparation of the annual and consolidated and separate financial statements, including a presentation by the Statutory Auditors highlighting the essential points of the results of the statutory audit and of the accounting policies chosen;

• meetings with the Statutory Auditors and the Finance Department regarding the internal control procedures, including a presentation by the Statutory Auditors on the results of their interim assignment; • meetings with the independent appraisers for the Group’s twice-yearly appraisal valuation of properties; • review of the annual budget, monitoring of commercial and rental activity and monitoring of the signing of protocols with tenants in the context of the health crisis; • update on the new reporting requirements in the European Single Electronic Format (ESEF).

In 2022, the average attendance rate of the Audit Committee’s members was 100%. The following table shows the attendance of each member of the Audit Committee during the past year:

Members of the Audit Committee

Attendance rate

Brigitte Gauthier-Darcet Valérie Ohannessian Karine Trébaticky (1)

6 meetings out of 6 (100%) 6 meetings out of 6 (100%) 2 meetings out of 2 (100%) 1 meeting out of 1 (100%) 4 meetings out of 4 (100%)

Altarea, represented by Rodrigo Clare (2)

Gilles Castiel (3)

OVERALL RATE

100%

(1) Director from 28 July 2022. (2) Director from 16 November 2022. (3) Director until 28 July 2022.

1.12 Composition and duties of the Strategic Committee

On 16 November 2022, the members of the Strategic Committee were: • François de Varenne, Chairman of the Board of directors, Chairman of the Strategic Committee; • Karine Trébaticky, director; and • François Matray, Chief Executive Officer. 1.13 Strategic Committee’s work in 2022 The Strategic Committee met twice during the 2022 financial year, and its meetings, lasting two to three hours, mainly covered: • the Acquisition Transaction and its financing; • opportunities to acquire and sell assets; • the reverse stock split; • shareholder distribution policy; • financial communication.

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 Officer; • 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 gave opinions and recommendations to the Board on matters within its competence. On 16 November 2022, the Strategic Committee was abolished and replaced by the Investment Committee.

M.R.M. 2022 UNIVERSAL REGISTRATION DOCUMENT

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