Worldline - 2020 Universal Registration Document

G

CORPORATE GOVERNANCE AND CAPITAL Corporate Governance

Proposed renewals at the 2021 Annual G.2.3.1.2 General Meeting At the next General Shareholders’ Meeting, upon recommendation of the Nomination Committee, the shareholders will be asked to vote on the renewal of: Ms. Agnès Audier, Ms. Danielle Lagarde, Mr. Daniel ● Schmucki, Ms. Nazan Somer Özelgin, Mr. Lorenz von Habsburg Lothringen as Directors, and Mr. Johannes Dijsselhof as Censor. ● It is specified that the key points concerning the objectives and legal constraints in terms of gender diversity, nationality and independence are reviewed and taken into consideration in the framework of these renewal proposals. As part of the review of candidates for renewal, the Nomination Committee and the Board of Directors re-examined the profile of candidates, their experience and skills useful to the Board, particularly in the areas of CSR, and also ensured that members whose terms of office are coming up for renewal do not hold an excessive number of directorships in listed

companies, thus enabling them to devote the necessary time and attention to their duties. The Board also took into account their valuable contribution to the work of the Board and their very high individual attendance rates showing their commitment. The reasons which led the Board, on the recommendation of the Nomination Committee, to propose the renewal of these candidates as Directors and non-voting Directors are set out in detail in the explanatory memorandum to the resolutions of the Board of Directors contained in the notice of meeting for the Annual General Meeting of Shareholders on May 20, 2021. Evolution of the composition of the Board of Directors and its Committees in 2020 As from January 1, 2020 and up until the date of this Universal Registration Document, the composition of the Board of Directors and its Committees has changed significantly, particularly following the completion of Ingenico’s acquisition, which brought in seven new Directors: Renewal as Director and Chairman on June 9, 2020 Resignation as Director on March 3, 2020 Resignation as Censor on March 3, 2020 Resignation as Director on March 16, 2020 Appointment as Censor on March 19, 2020 2 Resignation as Censor on October 28, 2020 Appointment as Director on October 28, 2020 Resignation as Censor on March 19, 2020 Cooptation as Director on March 19, 2020 2 Appointment as Censor on March 19, 2020 2 Appointment as Director on October 28, 2020 3 Appointment as Director on October 28, 2020 3 Appointment as Director on October 28, 2020 3 Appointment as Director on October 28, 2020 3 Appointment as Director on October 28, 2020 3 Appointment as Director on October 28, 2020 3 Renewal as Director on June 9, 2020 Renewal as Director on June 9, 2020 Nature of the change and date

Name

Mr. Gilles Grapinet 1 Ms. Ursula Morgenstern

Board of Directors

Mr. Pierre Barnabé Mr. Gilles Arditti

Mr. Daniel Schmucki

Mr. Johannes Dijsselhof Mr. Aldo Cardoso Ms. Giulia Fitzpatrick Mr. Bernard Bourigeaud

Ms. Agnès Audier Ms. Caroline Parot

Ms. Nazan Somer Özelgin Mr. Thierry Sommelet

Dr. Michael Stollarz Mr. Arnaud Lucien

Designation as Director representing the employees on November 30, 2020 4-5 The Board of Directors during its meeting held after the Annual General Meeting held on June 9, 2020 renewed Mr. Gilles Grapinet’s 1 mandate as Chairman and Chief Executive Officer. Ratified by the Annual General Shareholders’ Meeting on June 9, 2020. 2 Decided by the Annual Shareholders’ Meeting of June 9, 2020 subject to and as from the completion of the acquisition of Ingenico. 3

Appointment done after the acquisiton of Ingenico. 4 Designated by the Economic and Social Committee. 5

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Universal Registration Document 2020