MRM_REGISTRATION_DOCUMENT_2017

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Corporate governance

Corporate governance report

For the requirements of their offices, the business address of directors is the Company’s head office, i.e. 5 avenue Kléber in Paris (16 th arrondissement ). 1.3.2 Changes to the composition of the Board of directors in 2017 With the exception of Valérie Ohannessian, the terms of office of the other directors were to expire at the close of the Ordinary General Meeting of 1 June 2017 called to approve the financial statements for the year ended. To comply with AFEP-MEDEF Recommendation 13.2 that terms of office be staggered so as to avoid block reappointments and ensure reappointments occur smoothly, and in accordance with Article 11 of the Articles of Association, it was proposed that terms of office coming to an end be renewed for differentiated periods of one, two or four years. Therefore, on 1 June 2017, the General Meeting decided to: • Reappoint François de Varenne, Brigitte Gauthier-Darcet and SCOR SE for a term of four years expiring at the end of the General Meeting to be held in July 2021 to approve the financial statements for the year then ended;

• Reappoint Jacques Blanchard and Gerard Aubert for a term of two years expiring at the end of the General Meeting to be held in July 2019 to approve the financial statements for the year then ended; • Reappoint Jean Guitton for a term of one year expiring at the end of the General Meeting to be held in 2018 to approve the financial statements for the year then ended. At its meeting of 1 June 2017, the Board of directors decided to: • Reappoint François de Varenne as Chairman of the Board for the duration of his term of office as director, i.e. up to the end of the General Meeting to be held in 2021 to approve the financial statements for the year then ended; • Reappoint Jacques Blanchard as Chief Executive Officer ahead of time from 1 July 2017 until the end of the General Meeting to be held in 2019 to approve the financial statements for the year then ended when his term of office as director comes to an end.

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M.R.M. 2017 REGISTRATION DOCUMENT