Universal Registration Document 2023

3. Governance and Compensation - AFR

Employee representation on the Board

Mrs. Patricia Velay‑Borrini and Mr. Pierre Pénicaud were appointed as members of the Board representing employees by the Groupe Works Council, in accordance with the law and the Company’s Articles of Incorporation. They sit on the Supervisory Board in the same way as the other members, with voting rights. Subject to the applicable legislation, the Board members representing employees are subject to all legal and statutory provisions, have the same rights and are subject to the same obligations as the other Board members.

The members of the Supervisory Board representing employees are not required to hold Company shares during their term of office.

Balanced gender representation on the Board

As of December 31, 2023, the Board had 45% women and 55% men. Pursuant to article L. 225‑79‑2, II of the French Commercial Code, the Board members representing employees are not included in the calculation of the percentage.

There has been balanced gender representation on the Supervisory Board since 2012, making Publicis Groupe SA one of the first groups to achieve gender parity on its Board.

The Publicis Groupe Supervisory Board was chaired by Mrs. Élisabeth Badinter for over 21 years, from April 19, 1996 to May 31, 2017. Three Specialized Committees of the Board are chaired by women: Mrs. Élisabeth Badinter chairs the Nominating Committee, Mrs. Marie‑Josée Kravis chairs the Strategy and Risk Committee and Mrs. Suzan LeVine chairs the ESG Committee.