Worldline - 2020 Universal Registration Document

G

CORPORATE GOVERNANCE AND CAPITAL Corporate Governance

The Board of Directors: composition and organization principles G.2.3 [GRI 102 -5] [GRI 102-18] [GRI 102-22] [GRI 102-23]

Composition of the Board of Directors G.2.3.1

A balanced composition G.2.3.1.1 As at the date of this Universal Registration Document, the Board of Directors is comprised as follows: One Chief Executive Officer and current Chairman; ● Five non-independent Directors (including 3 Directors ● designated upon proposal of SIX Group AG and 1 Director representing Deutscher SparkassenVerlag GmbH (“DSV”);

Eleven independent Directors (including, 1 Director ● designated upon proposal of Bpifrance Participations); Two Directors representing the employees; ● One censor (designated upon proposal of SIX Group AG, ● with no voting rights); and One representative of the Social and Economic Committee ● (with no voting rights).

Personal information

Experience

Position of the Board

Number of corporate

Number of shares held

mandates in other listed companies Independency 1

Date of first appointment or latest renewal

End of term of office

Seniority at the Board as Director

Committee member

Name Age Gender

Nationality

Chairman & CEO

Gilles Grapinet

57

M French 152,748

0

No

April 30, 2014 AGM 2023

6

SI/SER

Lead independent Director

Georges Pauget Bernard Bourigeaud Gilles Arditti Agnès Audier 2 Aldo Cardoso

73

M French

750

2

Yes

April 30, 2019 AGM 2022

1

-

77 65 56 65

M French 59,607 M French 20,001

0 0

Yes

October 28, 2020 AGM 2023 Less than a year

SI SI

No

April 30, 2014 AGM 2023

6

F

French 1,661

1

Yes Yes

October 28, 2020 AGM 2021 Less than a year

SER

M French 1,500

4

June13, 2014 AGM 2023

6

A*/SI

American; Italian

Giulia Fitzpatrick

61

F

750

0

No November 30, 2018 AGM 2023

2

A/SER

Lorenz von Habsburg Lothringen 2

Austrian; Belgian

65 50 60 49 51 52

M

750

0 0 0

No

April 30, 2019 AGM 2021 April 30, 2019 AGM 2022

1 1

N*/R/SI

Mette Kamsvåg Danielle Lagarde 2

F Norwegian 1,000

Yes

A/SI

F F

French 2,748 French 1,587

Yes December 12, 2016 AGM 2021

4 N/R/SER*

Caroline Parot

1 1

Yes Yes

October 28, 2020 AGM 2022 Less than a year

A

Luc Rémont

M French 1,500

June 13, 2014 AGM 2022

6

N/R* A/SI*

Daniel Schmucki 2

M Swiss

750

0

No

March 19, 2020 AGM 2021 Less than a year

Nazan Somer Özelgin 2

57 51

F

Turkish 1,571

2 3

Yes Yes

October 28, 2020 AGM 2021 Less than a year October 28, 2020 AGM 2023 Less than a year

-

Thierry Sommelet

M French

750

N/R/SI

Dr. Michael Stollarz

54 59

M German 1,570 F American 1,500

0 3

No October 28, 2020 AGM 2022 Less than a year

-

Directors

Susan M. Tolson Marie-Christine Lebert Arnaud Lucien Jos Dijsselhof 2

Yes

June 13, 2014 AGM 2022

6

A

Directors representing employees

58 44 55

F

French

100

0 0

No

May 17, 2019 AGM 2022

1

R

M French M Dutch

N/A 3 N/A 3

No November 30, 2020 AGM 2023 Less than a year

SER

Censor - AGM: Annual General Meeting; A: Audit Committee; N: Nomination Committee; R: Remuneration Committee; SER: Social and Environmental Responsibility Committee; SI: Strategy and Investment Committee. Chairman. * The analysis of the independence of each Director is set forth under Section G.2.3.4. 1 The renewal of the term of office of this member of the Board of Directors is proposed to the 2021 Annual General Meeting. 2 In accordance with the internal rules of the Board of Directors, the Directors representing the employees and the censor are exempt from the obligation 3 to own shares of the Company. NA N/A March 19, 2020 AGM 2021 N/A

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Universal Registration Document 2020