Worldline - 2020 Universal Registration Document

G

CORPORATE GOVERNANCE AND CAPITAL Corporate Governance

Regulated party agreements G.2.3.12

Assessment procedure for regulated G.2.3.12.2 party agreements The Board of Directors has established a process for regularly assessing related-party agreements and, in particular, assessing whether the agreements relating to current operations and concluded on normal terms and conditions, meet those conditions. In this context, an ad hoc Committee composed of the Group Chief Financial Officer, the Group General Counsel and the Director of Internal Audit, has been set up. Such ad hoc Committee must review the terms of the related-party agreement and submit them, as the case may be, to the Chairman of the Board of Directors. In the event of a tie, the Committee shall consult the Audit Committee Chairman who has a casting vote. The work of the ad hoc Committee is presented to the Board of Directors once a year, at the time of the annual review of regulated party agreements that continued during the year. Information about all the related-party agreements and commitments entered into by Worldline are published on Worldline’s website.

Regulated party agreements G.2.3.12.1 that remained in effect or were signed in 2020

In accordance with the provisions of the French Commercial Code, at its meeting held on December 18, 2020, the Board of Directors reviewed the regulated party agreements signed by the Company and authorized by the Board of Directors during previous financial years that remained in effect in 2020. Furthermore, at the same meeting, as part of its annual review of the regulated party agreements, the Board of Directors assessed whether the agreements in effect still met the criteria it had applied when authorizing them. In addition, the Board authorized three regulated party agreements which will be submitted for approval to the 2021 Annual General Meeting. The main terms of these agreements are detailed and presented in the statutory auditors’ special report on regulated agreements and in Section E.8 of this Universal Registration Document.

Operation of the Board of Directors G.2.4

Attendance to the meetings of the Board of Directors and its Committees in 2020 G.2.4.1

Global attendance 1

Board of Directors

Audit Committee

Nomination and Remuneration Committees 2

Strategy and Investment Committee

Social and Environmental Responsibility Committee

93% 100% The average attendance rate does not take into account the presence of the Censor(s) at Board meetings and, as the case may be, 1 at Committees meetings. The Board of Directors held on October 28, 2020 approved the split of the Nomination and Remuneration Committee 2 into two separate Committees: the Nomination Committee and the Remuneration Committee. 95% 94% 91%

398

Universal Registration Document 2020