2020 Annual Financial Report

3.1.4.1 Operation of the Supervisory Board

The Supervisory Board meets as often as is necessary and its meetings are called by the Chairman or, in his absence, the Vice-Chairman, with a minimum of four meetings per year, one of which is to approve the annual financial statements. The meetings are held in French. Simultaneous interpretation into English is available. In order to facilitate participation by members, particularly those who live overseas, the Supervisory Board has included provisions in its internal rules to allow members to participate in Supervisory Board meetings by video-conference or other mode of telecommunication in accordance with the law and regulations in force. Prior to meetings, the Management Board provides the Supervisory Board members with the documents and information needed for the performance of their duties. The documents required to examine the items on the agenda are sent to Supervisory Board members a few days in advance.

The Management Board is always available to provide clarifications or additional information to any Supervisory Board member. The Management Board informs the Supervisory Board of market developments, the competitive environment, strategy and the main challenges facing the Groupe including in terms of corporate social responsibility (CSR). When reviewing the quarterly and half-yearly financial statements, the Management Board presents its management report on the Groupe’s activities, key figures, the macroeconomic environment, the Groupe’s CSR policy, corporate acquisitions and disposals, the financial position and results of the Groupe and of the parent company, along with future prospects. The Supervisory Board ensures that there are systems to prevent and identify corruption and influence peddling and that the Management Board has implemented a non-discrimination and diversity policy within the governing bodies. The Management Board provides it with all necessary information to this effect.

Outside of Supervisory Board meetings, the Management Board provides the members of the Supervisory Board with all relevant information concerning the Company and the Groupe if the importance or urgency of the information so requires.

The Supervisory Board may decide to meet without the presence of the Management Board, particularly with regard to deliberations on compensation for Management Board members. Meetings may be held with Groupe directors particularly to present strategic action plans.

To prevent insider trading, the Management Board established rules regulating the conduct of the Groupe’s insiders, defining the periods in which trading in Company shares is permitted, which also applies to Supervisory Board members.

The Supervisory Board met eight times in 2020 and the Management Board met 15 times.

3.1.4.2 Attendance of members of the Supervisory Board at Board meetings and Committee meetings in 2020