Universal Registration Document 2023

3. Governance and Compensation - AFR

Audit Committee

Composition of the Audit Committee as of the date of this document

Pursuant to article 17.1 of the Afep‑Medef Code, the Audit Committee does not include any executive corporate officers. It is composed entirely of independent members. They all have financial and/or accounting skills due to their professional experience, described in their biographies in Section 3.1.1.1 of this document.

SITUATION IN 2023 not-included Personal information not-included not-included not-included
Name Age(1) Gender Nationality Independent member(2) Year(s) on the Board Attendance

5Members

  Jean Charest (Chair) 65 M Canadian Yes 10 100%
6 Meetings  Thomas H. Glocer 64 M American Yes 7 100%
100% of independent members  André Kudelski 63 M Swiss Yes 7 100%
100% attendance  Suzan LeVine 54 F American Yes 4 100%
20% women Tidjane Thiam 61 M French and Ivorian Yes 1 100%
80% men

It is specified that Mr. Jean‑Michel Étienne assists the Audit Committee as a standing expert. He brings his knowledge of Publicis Groupe and his expertise in financial and accounting matters.

No changes occurred in the composition of the Audit Committee in 2023.

Main missions and activities in 2023

The Audit Committee’s missions are detailed in article 6 of the Supervisory Board’s internal rules and regulations. Pursuant to article L. 823‑19 of the French Commercial Code and article 17.2 of the Afep‑Medef Code, the Audit Committee’s missions and main work completed in 2023 are as follows:

Missions Main work completed in 2023

Missions

Financial accounting information

  • Review the corporate and consolidated financial statements of the Company, as well as the financial and non‑financial information issued, before their presentation to the Supervisory Board;
  • monitor their development process and make recommendations, where appropriate, to ensure their integrity;
  • ensure the relevance of accounting methods;
  • ensure the accuracy and fairness of the financial statements;
  • examine agreements that may be classified as ordinary ongoing arm's length agreements;
  • review risks with a financial impact and off‑balance sheet commitments.

Main work completed in 2023

Financial accounting information

  • Review of the Groupe’s annual financial statements for the 2022 financial year and half‑year financial statements at June 30, 2023, as well as the related reports;
  • regular review of the Groupe’s results with an analysis of organic growth by country/region and by business line;
  • monitoring of the 2022 statutory financial statements of the subsidiaries;
  • verification of the relevance and consistency of the accounting methods adopted for the preparation of the financial statements;
  • receipt of the work of the Statutory Auditors and their reports on the Groupe’s financial statements;
  • analysis of the Groupe’s cash position and future needs;
  • review of the Groupe’s risk mapping;
  • assessment of ongoing ordinary arms‑length agreements, in application of the verification procedure for these agreements as well as the criteria allowing this classification.