SCH2017_DRF_EN_Livre.indb

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Corporate governance report Senior Management

5. Senior Management

The Deputy Chief Executive Officer On April 25, 2017, upon the proposal of Mr. Jean-Pascal Tricoire, the board of directors appointed Emmanuel Babeau as Deputy CEO in charge of Finance and Legal Affairs. Emmanuel Babeau

The Senior Management of Schneider Electric SE consists of the Chairman and Chief Executive Officer and a Deputy Chief Executive Officer. The operational organization of the Senior Management of the Group is supported by the Executive Committee, which is chaired by the Chairman and Chief Executive Officer. The Chairman and Chief Executive Officer On April 25, 2017, at the occasion of the reelection of Mr. Jean- Pascal Tricoire as director by the Annual Shareholders’ Meeting, the board of directors decided to unify the functions of Chairman and Chief Executive Officer, for the reasons explained on page 167 and to appoint Jean-Pascal Tricoire as Chairman and Chief Executive Officer. As per its internal regulations, the board of directors shall thus deliberate annually on this choice. The Chairman and Chief Executive Officer represents the Company in its dealings with third parties. He is vested with the broadest authority to act in any and all circumstances in the name and on behalf of the Company. He exercises this authority within the limits of the corporate purpose, except for those matters that are reserved by law expressly to the Shareholders’ Meetings or the board of directors. In addition, the internal regulations of the board of directors provide that the Chairman and Chief Executive Officer must submit for approval to the board any acquisition transactions or disposal of assets amounting to more than EUR250 million as well as any strategic partnership agreement.

Age: 50 years Nationality: french Business address: Schneider Electric 35, rue Joseph-Monier 92500 Rueil-Malmaison, France 76,326 (1) Schneider Electric SE shares First appointed: 2013

Directorships and other functions E Currently:

Chief Executive Officer of Schneider Electric SE , Director of Sodexo (January 2016), Schneider Electric Industries SAS, AO Schneider Electric, Schneider Electric USA, Inc., Schneider Electric (China) Co. Ltd, Samos Acquisition Company Ltd, Schneider Electric Holdings Inc., Invensys Ltd; Innovista Sensors Topco Inc., Member of the supervisory board of Custom Sensors & Technologies SAS, Representative of Schneider Electric Industries SAS at the supervisory board of Schneider Electric Energy Access, Member of the management board of Schneider Electric Services International Sprl, Member of the supervisory board of Aster Capital Partners, Shareholder and manager of SCI GETIJ. E Previous directorships and functions held in the past 5 years: Member of the management board of Schneider Electric SA , Director of Telvent GIT SA, Chairperson of the management board of Schneider Electric Services International Sprl, Member of the Steering Committee of Aster Capital Partners. Experience and qualifications Emmanuel Babeau graduated from ESCP and began his career at Arthur Andersen in late 1990. In 1993, he joined the Pernod Ricard group as an internal auditor. He was appointed head of Internal Audit, the Corporate Treasury Center and Consolidation in 1996. Mr. Babeau subsequently held several executive positions at Pernod Ricard, notably outside France, before becoming Vice-President, Development in 2001, CFO in June 2003 and Group Deputy Managing Director in charge of Finance in 2006. He joined Schneider Electric in the first half of 2009. In 2013, he was appointed Deputy CEO in charge of Finance and Legal Affairs, and was renewed in this position on April 25, 2017.

Note: bold indicates the names of companies whose securities are listed on a regulated market. (1) Held directly or through the FCPE.

2017 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC

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