QUADIENT // 2021 Universal Registration Document

CORPORATE GOVERNANCE REPORT Committees

The Appointments and remuneration committee primarily interacts with general management and the human resources department. It may commission any specific study that it deems necessary and may involve external experts. In any case it may refer to salary surveys and relevant benchmarking conducted by the human resources department.

When resolving on remuneration, committees are preceded by preparatory meetings between the Chairman of the committee, the Chief People Officer and, where applicable, the Chief Executive Officer.

The main topics discussed at the Appointments and remuneration committee meetings in 2021 were:

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Review of the Board's composition, independence and of its members’ key competencies - Follow up of improvement orientations suggested by the Board ’s external assessment - Validation of the Board’s committees composition - Appointment process of the Board members - Chairman and Chief Executive Officer succession plan - Appointment process and induction plan concerning Sébastien Marotte and Paula - Felstead, Board members Remuneration of the Chairman - Remuneration of the Chief Executive Officer, in particular the objectives of the variable - portion, the evaluation of the achievement of the 2020 objectives Review of long-term remuneration plans (free shares grant) - Directors’ remuneration policy - Group bonus objectives for the year 2021 - Additional pension of the Chief Executive Officer - Definition of the objectives and modification of the duration of the Chief Executive - Officer’s severance fee Exceptional remuneration of the Chief Executive Officer - Salary policy for executives – Steering tables - Information on Quadient working style evolution, Work From Anywhere program - In the context of the health crisis, measures put in place for health prevention and - business continuity Information on Parcel Locker organisation and its HR challenges - Information on the “Customer Experience management” organisation and its HR issues - Information on the digitization of the corporate culture and the employee experience -

Composition and operation of the Board of directors and the various committees

Executive directors

Miscellaneous

2.2.2

AUDIT COMMITTEE

Indicators

2021

2020

Number of meetings

3

3

100

100

Average attendance rate

Number of members

3

3

of independent directors

100

100

The Board is assisted by an Audit committee, composed of three independent members, which met three times in 2021 with an attendance rate of 100 . On average, the meetings lasted three hours. The Audit committee comprises Éric Courteille (Chair), Hélène Boulet-Supau, William Hoover Jr. (until 1 July 2021) and Paula Felstead since January 2022. The Audit committee monitors all matters relating to the drafting and auditing of financial and accounting information, and in particular:

the process of preparing financial information, notably ● by examining the scope of the consolidated companies; the effectiveness of internal control and risk ● management systems, their application and the implementation of corrective measures, where needed; legal audit by the statutory auditors of the annual ● financial statements and, where appropriate, the consolidated financial statements; the competence and independence of the external ● experts used by the Group.

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UNIVERSAL REGISTRATION DOCUMENT 2021