technicolor - 2020 Universal Registration Document

CORPORATE GOVERNANCE AND COMPENSATION CORPORATE GOVERNANCE

MAIN BOARD DECISIONS FOR 2020 (IN ADDITION TO RECURRING ISSUES DESCRIBED ABOVE) 2020 was a particularly intensive year for the Board of Directors and its committees. The preparation of the Group financial restructuring (rights issues and debt transactions) and the accelerated safeguard plan required a number of meetings for discussions and necessary approvals. In this context, the Board also prepared and convened in 2020 three (3) Combined General Shareholders’ Meetings (March 23, June 30, and July 22, 2020). BOARDMEETING HELDON JANUARY 30, 2020 ATTENDANCE OF 100%

Examined the preliminary 2020 budget and 2020-2022 business plan • Started to examine equity and debt matters and related financing transactions • Allocated 2019 Directors fees • Granted restricted shares • Approved a litigation settlement •

BOARDMEETING HELDON FEBRUARY 5, 2020

ATTENDANCE OF 100%

Examined equity (reverse split, share capital reductions and rights issues) and debt matters and approved related decisions • Authorized the execution of two regulated agreements with RWC Asset Management and Bpifrance Participations relating to equity matters • Convened the Company’s shareholders to an Ordinary and Extraordinary Shareholders’ Meeting on March 23, 2020 •

BOARDMEETING HELDON FEBRUARY 18, 2020

ATTENDANCE OF 100%

Approved the 2019 financial statements and relevant reports • Approved the 2020 budget and 2020-2022 business plan • Approved the 2019 results for the Group’s variable compensation plan •

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Reviewed the Company policy on equal employment and pay • Assessed Mr. Frédéric Rose’s 2019 variable compensation • Reviewed the results of the 2019 Board’s assessment • Executive session (1) regarding the Chief Executive Officer’s variable compensation for the year 2019 • Executive session (1) •

BOARDMEETING HELDONMARCH 9, 2020

ATTENDANCE OF 100%

Performed the annual review of Directors’ independence • Examined the Board composition • Approved the Group’s variable compensation plan structure and 2020 objectives •

Executive session (1) to set the performance objectives for the Chief Executive Officer’s variable compensation for 2020 • Adopted an Internal Charter on regulated agreements according to Article L. 22-10-12 of the French Commercial Code •

BOARDMEETING HELDONMARCH 23, 2020

ATTENDANCE OF 100%

Examined the situation and the first impacts of the Covid-19 crisis • Implemented the reverse split of the Company’s shares approved by the Shareholders’ Meeting previously held on the same day • Sub-delegated powers to the Chief Executive Officer in order to carry out the share capital reduction decided by the Shareholders’ Meeting • held on the same day

4 executive sessions were held in 2020. The executive sessions are held without the Chief Executive Officer for the sessions devoted to the Chief Executive Officer’s compensation, (1) and without the Chief Executive Officer and the Board Secretary for the other sessions.

TECHNICOLOR UNIVERSAL REGISTRATION DOCUMENT 2020 105