Universal Registration Document 2021

4.5 Shareholding by corporate officers and trading in EDF securities by corporate officers and executives

4. Corporate governance

4.5 Shareholding by corporate officers and trading in EDF securities by corporate officers and executives

4.5  Shareholding by corporate officers and trading in EDF securities by corporate officers and executives

4.5.1 Shareholding in EDF by Directors

As at 31 December 2021, the members of the Board of Directors of the Company, whose terms of office are ongoing as at 31 December 2021, held a total of 3,833 shares. The table below details the number of EDF shares held individually by these Directors as at 31 December 2020 and 31 December 2021:

 

Number of EDF shares held as

at 31/12/2021

Number of EDF shares held as

at 31/12/2020
Karine Granger

Karine Granger

Number of EDF shares held as

at 31/12/2021

25

Karine Granger

Number of EDF shares held as

at 31/12/2020

25

Colette Lewiner (1)

Colette Lewiner

(1)

Number of EDF shares held as

at 31/12/2021

2,038

Colette Lewiner

(1)

Number of EDF shares held as

at 31/12/2020

1,969

Sandrine Lhenry (1)

Sandrine Lhenry

(1)

Number of EDF shares held as

at 31/12/2021

34

Sandrine Lhenry

(1)

Number of EDF shares held as

at 31/12/2020

0

Philippe Petitcolin

Philippe Petitcolin

Number of EDF shares held as

at 31/12/2021

10

Philippe Petitcolin

Number of EDF shares held as

at 31/12/2020

10

Vincent Rodet (2)

Vincent Rodet

(2)

Number of EDF shares held as

at 31/12/2021

289

Vincent Rodet

(2)

Number of EDF shares held as

at 31/12/2020

2,905

Christian Taxil (2)

Christian Taxil

(2)

Number of EDF shares held as

at 31/12/2021

1,437

Christian Taxil

(2)

Number of EDF shares held as

at 31/12/2020

1,360

TOTAL TOTAL

Number of EDF shares held as

at 31/12/2021
3,833
TOTAL

Number of EDF shares held as

at 31/12/2020
6,269

(1) Shares held directly and through the corporate mutual profit-sharing scheme (FCPE) (amount rounded down to the nearest unit.

(2) Shares held through the corporate mutual profit-sharing scheme (FCPE) (amount rounded down to the nearest unit

Directors whose terms of office are ongoing as at 31 December 2021 and which are not included in the above table, hold no EDF shares.

4.5.2 Trading in Company securities

Since 2006, the EDF group has adopted a set of principles and rules applicable to trading in shares in EDF or listed EDF group subsidiaries. These rules have been compiled into a code of ethics which is regularly updated.

At the same time as this Code was distributed, awareness campaigns on stock exchange rules were launched for Group employees, specifically regarding precautions and obligations relating to the holding of inside information and the black-out periods during which permanent or temporary insiders, including third parties acting in the name or on behalf of the Group, and, more specifically regarding black-out periods, all persons performing executive duties within the Group, are required to refrain from trading Company securities or other related financial instruments.

The code of ethics also notes the obligations imposed on executives, high-level managers as well as persons closely linked to them to declare to the AMF and to the Company trades in EDF securities or other related financial instruments that they make on their own behalf. Indeed, under the terms of Article 19 of MAR, specified in Article 223-22 A of the AMF general regulations, the executives of companies with shares listed for trading on a regulated market must declare trades in Company securities to the AMF and to the Company within three working days of their completion, when the combined amount of these trades exceeds the sum of €20,000 for the current calendar year.

Pursuant to the AMF general regulations (1), the EDF Board of Directors must mention in its annual report to the Shareholders’ Meeting trades trading, which has been declared by executives and similar persons (2) over the past fiscal year.

Vincent Rodet declared to the AMF and the Company the sale of 2,396.75 shares of the EDF equity fund of the Group Savings Plan carried out during the 2021 fiscal year, for a total amount of €32,135.61. No other trades in EDF securities were declared to the AMF or to the Company during the 2021 fiscal year by the members of the Board of Directors and the Company’s Executive Committee.

4.6 Remuneration and benefits of corporate officers – Remuneration policy

As indicated in section 4.1 (“Corporate Governance Code”), the Company adheres to the AFEP-MEDEF Code subject to the specific legislative and regulatory requirements applicable to it.

This section provides details of the total remuneration and benefits of any kind paid during the fiscal years 2020 and 2021 or granted in respect of the same fiscal years to the corporate officers by the Company and the companies included in the Company’s consolidation scope within the meaning of Article L. 233-16 of the French Commercial Code (see section 4.6.2 for the Chairman and Chief Executive Officer and section 4.6.3 for the Directors). The tables in sections 4.6.2 and 4.6.3 below were drawn up in accordance with the format recommended by the AFEP- MEDEF Code of Corporate Governance and the AMF’s position-recommendation no. 2021-02.

Pursuant to Article L. 22-10-8 of the French Commercial Code, this section also presents the policy for the remuneration of corporate officers established by the Board of Directors (see section 4.6.1 below), which will be submitted to the Shareholder’s Meeting to be held on 12 May 2022.

(1) Article 223–26 of the AMF general regulations.

(2) At EDF, staff “similar to executives” are the members of the Company’s Executive Committee.