Universal Registration Document 2021

4. Corporate governance

SUMMARY TABLE OF EMPLOYMENT CONTRACT, SUPPLEMENTARY PENSION, SEVERANCE PAYMENTS AND NON COMPETITION CLAUSE – AMF TABLEAMF NO. 11 (1)
Chairman and Chief Executive Officer * Employment contract

Supplementary pension plan

Remuneration or benefits due or liable to be due for termination or modification of duties

Non-competition clause

compensation
Jean-Bernard Lévy, Chairman and Chief Executive Officer
Jean-Bernard Lévy, Chairman and Chief Executive Officer
Employment contract

no

Jean-Bernard Lévy, Chairman and Chief Executive Officer

Supplementary pension plan

no

Jean-Bernard Lévy, Chairman and Chief Executive Officer

Remuneration or benefits due or liable to be due for termination or modification of duties

no

Jean-Bernard Lévy, Chairman and Chief Executive Officer

Non-competition clause

compensation

no

* Table 11 of AMF position-recommendation no. 2009-16.

4.6.3 Total remuneration of Directors

Remuneration allocated and paid to Directors in 2021

The Shareholders’ Meeting convened on 6 May 2021 approved, on the proposal of the Board of Directors, a fixed annual sum to be allocated to the Directors as remuneration for their term of office of €440,000 for the fiscal year 2021.

The terms and conditions for allocating this amount, which are reviewed annually by the Board of Directors when the remuneration policy for corporate officers is approved, have remained unchanged since fiscal year 2011 (see details in section 4.6.1.2 “Remuneration policy applicable to Directors”).

Directors elected by employees, who do not receive remuneration for their duties as Directors, receive fixed and/or variable remuneration under their employment contracts with the Company.

No exceptional remuneration or other remuneration was paid to the Directors during fiscal year 2020 and 2021 or allocated for these fiscal years by the Company or by a company included in the Company’s scope of consolidation within the meaning of Article L. 233-16 of the French Commercial Code.

The tables below shows the gross amounts of remuneration allocated for the 2020 and 2021 fiscal years and paid during the 2020 and 2021 fiscal years to the members of the Board of Directors for their terms of office, in accordance with Article L. 225-45 and Article L. 22-10-14 of the French Commercial Code.

  2021 fiscal year 2020 fiscal year

Directors whose terms of office are ongoing as at 31 December 2021

Remuneration granted for the fiscal year 2021 (1) Remuneration paid during the fiscal year 2021 (2) Remuneration granted for the fiscal year 2020 (1) Remuneration paid during the fiscal year 2020 (2)
Véronique Bédague-Hamilius 31,436 37,857 37,857 10,761
Nathalie Collin (3) 19,205 0 n/a n/a
Bruno Crémel 40,149 40,000 40,000 34,628
François Delattre 35,792 35,000 35,000 28,191
Gilles Denoyel 41,238 40,714 40,714 34,628
Marie-Christine Lepetit 46,139 44,286 44,286 45,745
Jean-Bernard Lévy n/a n/a n/a n/a
Colette Lewiner 46,139 47,143 47,143 51,011
Claire Pedini 43,960 45,000 45,000 44,574
Philippe Petitcolin 39,059 33,571 33,571 28,191
Michèle Rousseau 39,604 38,571 38,571 37,553
Martin Vial 40,149 39,286 39,286 39,309
TOTAL (in euros) 422,870 401,428 401,428 354,591

n/a : not applicable

(1) The remuneration allocated for a fiscal year includes the entirety of the fixed portion and the variable portion due for the fiscal year.

(2) The payments made during a fiscal year include 50% of the fixed portion and the entirety of the variable portion for the preceding fiscal year and 50% of the fixed portion for the current fiscal year

(3) Director whose term of office began during the fiscal year 2021.

  2021 fiscal year 2020 fiscal year
Directors whose term of office expired during the 2021 fiscal year Remuneration granted for the fiscal year2021 (1) Remuneration paid during the fiscal year 2021 (2) Remuneration granted for the fiscal year202 (3) Remuneration paid during the fiscal year 2020 (4)
Laurence Parisot 12,924 35,505 38,571 35,213
TOTAL (in euros) 12,924 35,505 38,571 35 213

n/a : non applicable.

(1) Payments mad in 2021 include the fixed portion for the 2021 fiscal year, determined pro rata to the term of office in the 2021 fiscal year, as well as the variable portion for the 2021 fiscal year.

(2) Payments made in 2021 include 50% of the fixed portion and the entirety of the variable portion for the 2020 fiscal year, as well as the fixed portion due in respect of 2021 determined pro rata to the term of office in the 2021 fiscal year.

(3) The remuneration allocated for a fiscal year includes the entirety of the fixed portion and the variable portion due for the fiscal year.

(4) The payments made during a fiscal year include 50% of the fixed portion and the entirety of the variable portion for the preceding fiscal year and 50% of the fixed portion for the current fiscal year.

4.6.4 Stock options – Bonus shares

The Company has not implemented any stock options plans and the corporate officers receive no allocation of bonus shares (1).

(1) With the exception of any Directors elected by the employees who may benefit from the systems implemented by the Company for the benefit of all its employees.