MRM // 2022 Universal Registration Document

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Corporate governance

Report on corporate governance

2.2 Total remuneration and benefits paid to the corporate officers in 2022 (approval of the information set out in Article L.22-10-9, I of the French commercial code – overall ex-post vote) Pursuant to Article L.22-10-9, I of the French commercial code, the Company reports below on the total remuneration and benefits of any kind paid during the past financial year or granted in respect of the past financial year in accordance with the remuneration policies for corporate officers approved by the General meeting of 9 June 2022 in its seventh, eighth and ninth resolutions to each of the corporate officers by the Company and the companies included in the scope of consolidation within the meaning of Article L.223-16 of the French commercial code. This information will be the subject of an ordinary resolution submitted for the approval of shareholders at the forthcoming 2023 General meeting, in accordance with Article L.20-10 34, I of the French commercial code. In 2022, the Company’s executive corporate officers were: • François de Varenne, Chairman of the Board of directors and, as such, a non-executive corporate officer; • François Matray, Chief Executive Officer and, as such, executive corporate officer. Non-executive corporate officers of the Company, for the 2022 financial year, were Karine Trébaticky, Brigitte Gauthier Darcet, Valérie Ohannessian, Jacques Blanchard, Gilles Castiel, SCOR SE represented by Karina Lelièvre and Altarea represented by Rodrigo Clare. François Matray is the only corporate officer to have received a free share allocation in 2022. The other corporate officers (executive or non-executive) of the Company did not receive any stock options or free shares from the Company. At its meeting of 9 June 2022, the Board of directors of the Company decided to use the budget of €65,000, which was allocated for the remuneration for directorships by the General meeting of 26 June 2020 until further notice, for the purpose of remunerating the attendance of the independent directors (namely Brigitte Gauthier-Darcet and Valérie Ohannessian) and directors who are not employees of the SCOR group (namely, Jacques Blanchard, Altarea having waived its remuneration), for the year 2022.

Benefits in kind The Chairman of the Board may have healthcare and personal risk cover, as well as a company car.

2.1.3 Remuneration policy for members of the Board of directors

The General meeting of 26 June 2020 set, in its fifth ordinary resolution, the total annual amount of remuneration to be allocated to the members of the Board of directors at €65,000, it being specified that this amount was valid for from the 2020 financial year and until a further decision of the General Meeting. It will be proposed at the next General Meeting to increase this total annual amount to €80,000 to take into account the arrival of Altarea as a director and the change in the remuneration policy for directors described below. The remuneration policy for members of the Board, as set by the Board of directors, is described below. It will be the subject of an ordinary resolution submitted for the approval of shareholders at the forthcoming 2023 General Meeting (ex-ante vote). The criteria for the distribution of the annual fixed sum allocated by the General Meeting to the members of the Board were modified by the Board of directors at its meeting of 7 March 2023 to take into account the new composition of the Board and its committees and changes in the M.R.M. group following the Acquisition Transaction, and are as follows. The budget is used to remunerate directors for their attendance, in the following proportions, in line with market practice in terms of the amounts: • remuneration of €1,100 per Board meeting attended by the director; • remuneration of €550 per written consultation of the Board of directors in which the director participates; • 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. By way of exception, individual directors who are employees of the SCOR group will not receive any remuneration in this respect.

M.R.M. 2022 UNIVERSAL REGISTRATION DOCUMENT

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