Worldline - 2020 Universal Registration Document

CORPORATE GOVERNANCE AND CAPITAL Corporate Governance

Individual attendance

Board of Directors

Audit Committee

Nomination and Remuneration Committees 1

Strategy and Investment Committee

Social and Environmental Responsibility Committee

Gilles Grapinet

100% (16/16)

- -

- -

100% (5/5)

100% (3/3)

Bernard Bourigeaud a

67% (2/3)

0% (0/1)

- -

Gilles Arditti b Agnès Audier a Aldo Cardoso Giulia Fitzpatrick

100% (16/16) 100% (3/3) 100% (16/16) 100% (16/16) 87% (14/16) 100% (16/16) 100% (16/16) 100% (2/2) 100% (3/3) 100% (16/16) 80% (13/16) 75% (12/16) 80% (13/16) 100% (3/3) 100% (3/3) 100% (3/3)

100% (7/7)

100% (3/3)

100% (5/5)

-

- - -

-

100% (1/1)

100% (7/7) 100% (7/7)

90% (4/5) 100% (4/4) 100% (5/5) 100% (1/1)

-

100% (3/3)

Lorenz von Habsburg

-

100% (9/9)

-

Mette Kamsvåg Danielle Lagarde

100% (7/7)

-

100% (2/2) 100% (3/3) 100% (3/3)

- - -

100% (9/9) 100% (1/1)

- - - - -

Marie-Christine Lebert 93% (15/16)

Arnaud Lucien c Caroline Parot a Georges Pauget Susan M. Tolson Daniel Schmucki d Michael Stollarz a Luc Rémont

- - -

- - - - - - - - - -

100% (1/1)

-

100% (6/6) 100% (7/7) 86% (6/7)

89% (8/9) 63% (5/8)

75% (3/4)

-

- - -

100% (5/5)

- - - -

- -

Nazan Somer Ozelgin a Thierry Sommelet a

100% (1/1)

100% (1/1)

Pierre Barnabé (censor) e

75% (3/4)

-

-

Johannes Dijsselhof (censor) f

82% (10/12)

100% (3/3)

-

100% (2/2)

-

The Board of Directors held on October 28, 2020 approved the split of the Nomination and Remuneration Committee 1 into two separate Committees: the Nomination Committee and the Remuneration Committee. Appointment on October 28, 2020. a Director up until March 16, 2020 and then from October 28, 2020. Censor from March 19 up until October 28, 2020. b Designation on November 30, 2020. c Resignation as Censor and appointment as Director on March 19, 2020. d

Resignation as Censor on March 3, 2020. e Appointment as Censor on March 19, 2020. f

(Please refer to Section G.2.3.1 Composition of the Board of Directors for additional information on the evolution of the composition of the Board of Directors and its Committees in 2020).

undertakes the controls and verifications which it deems fit, the control and audit of the sincerity of the financial statements, the review and approval of the financial statements, the communication to the shareholders and reviews communications to the market. The Board of Directors endeavors to promote long-term value creation by the Company by considering the social and environmental aspects of its activities. It regularly reviews, in relation to the strategy it has defined, the opportunity and risks, such as financial, legal, operational, social and environmental risks, as well as the measures taken accordingly. The Board of Directors ensures the implementation of a mechanism to prevent and detect corruption and influence peddling. The Board of Directors ensures that the Executive Officers implement a policy of non-discrimination and diversity, notably with regard to the balanced representation of men and women on the governing bodies.

G

The Board of Directors’ activity G.2.4.2

Mission

The duty of the Board of Directors is to determine the strategy and trends of the Company’s activity and to oversee their implementation in accordance with its social interest, taking into consideration social and environmental stakes of its activity. Moreover, the Board of Directors appoints Senior Officers and rules on the independence of Directors, on a yearly basis, possibly sets limits on the powers of the Chief Executive Officer and of the Deputy Chief Executive Officer, issues the report on corporate governance, convenes the Shareholders’ Meetings and decides on their agendas,

Universal Registration Document 2020

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