QUADIENT // 2021 Universal Registration Document

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CORPORATE GOVERNANCE REPORT Remuneration report

2.3.2.1 - 2022 Remuneration policy for the directors

2.3.2.2 - 2022 Remuneration policy for the Chairman of the Board and the Chief Executive Officer Pursuant to article L.22-10-8 of the French commercial code, this report sets out the principles and criteria for setting, allocating and awarding the fixed, variable, and exceptional components that comprise the total remuneration and benefits in kind awarded to the Chairman of the Board and the Chief Executive Officer, in respect of their respective corporate office, these principles and criteria will be the subject of resolutions put to the vote during the General Meeting of 16 June 2022. In 2021 the Appointments and remuneration committee decided to update the compensation package of the Chief Executive Officer as it had not been revised since his appointment as Chief Executive Officer, four years ago. The 2022 remuneration policy was determined in accordance with the principles of the Afep-Medef code and updated considering the best compensation practices and trends observed on the marketplace. The revision made to the compensation policy are directly linked with the Back to Growth strategy, leveraging our three businesses to meet our customers’ needs and creating sustainable value for our shareholders. Having successfully simplified and refocused the company in the first two years, we are now executing the second phase of our strategy by driving sustainable value through ambitious and disciplined financial trajectory focusing on organic growth, increased profitability and deleverage of the company. We are now focusing on completing the integration of our acquisitions and accelerating the growth and scale of each of the three core solutions while simplification the organization to maximize the synergies. 2022 REMUNERATION POLICY FOR THE CHAIRMAN OF THE BOARD Pursuant to article L.22-10-8 of the French commercial code, this report sets out the principles and criteria for setting, allocating and awarding the fixed, variable, and exceptional components that comprise the total remuneration and benefits in kind awarded to the Chairman of the Board, in respect of his corporate office, these principles and criteria will be the subject of a resolution put to the vote during the General Meeting of 16 June 2022. Should the General Meeting of 16 June 2022 not approve this resolution, the remuneration shall be set in accordance with existing practices within the Company. The remuneration policy of the Chairman is determined in compliance with Quadient remuneration policy, considering his duties, experience, years of service and performance, as well as market practices. The remuneration of the Chairman consists of compensation for his mandate as director (formerly directors’ fees), annual fixed compensation for his corporate mandate and benefits in kind.

The maximum amount for the director’s remuneration authorized by the General Meeting will be lowered from 560,000 euros to 555,000 euros. There is a continuation of the ad hoc committee set up by the Board in 2020 with a reduction in maximum number of meetings a year to 10, and a total envelope of 50,000 euros. The directors’ remuneration policy is unchanged compared to the previous year in all other respects. The methods for calculating the remuneration of non-executive directors will be as follows: base remuneration: 15,500 euros per year; ● attendance remuneration: maximum of 13,000 euros per ● year, for regularly scheduled meetings; the amount may be reduced depending on personal attendance in each of these meetings (attendance remuneration I/meeting = 13,000 euros/number of ordinary meetings * attendance rate at these scheduled meetings); attendance remuneration II: maximum of ● 3,000 euros/year, regardless of the number of extraordinary meetings convened during the year; the amount may be reduced based on personal attendance in each of these meetings (Attendance remuneration II/meeting = 3,000 euros/number of extraordinary meetings * attendance rate at these unscheduled meetings); in the event no extraordinary meeting is convened, the ● 3,000 euros shall be allocated to each director in proportion to his or her actual attendance in the (ordinary) scheduled meetings; the total attendance remuneration (variable portion) is ● therefore capped at 16,000 euros per year, and the annual total amount of remuneration (base + attendance) is capped at 31,500 euros. The methods for calculating the remuneration of committee members will be as follows: committee members: 10,000 euros per year; ● committee Chairperson: 20,000 euros per year; ● ad hoc committee members: 1,000 euros per meeting ● with a maximum of 10,000 euros per year. The Board of directors may also propose, in addition to the maximum amount authorized by the General Meeting for the remuneration of directors, to allocate, upon the recommendation of the Appointments and remuneration committee, to one or several directors an exceptional remuneration for a specific mission assigned in accordance with article L.22-10-15 of the French commercial code, considering, notably, the scope of such mission, its duration and the involvement required. The allocation of such remuneration shall be subject to the related-party agreement review and approval process.

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UNIVERSAL REGISTRATION DOCUMENT 2021

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