2023 Integrated Annual Report

Introduction

RESULTS OF THE APPLICATION OF THE BOARD OF DIRECTORS’ DIVERSITY POLICY IN 2023

* Scope covers all members of the Board (whereas percentage of women on the Board - currently 42% - excludes Directors representing employees and employee shareholders as per French law).

Tenure: 7 years and more - 4, 3 to 6 years - 5, 0 to 2 years - 6. Diversity: Women - 6, Men - 9. Nationality: United Kingdom - 1, Spain - 1, Canada - 1, Germany - 1, Sweden - 1, New-Zealand - 1.

ACTIVITIES OF THE BOARD IN 2023

Active and hardworking, the Board of Directors met eight times in 2023, with an average participation rate of 93%. It dedicated most of its work to (I) Group strategy, including CSR strategy, performance and organization, (II) governance, (III) risk monitoring, (IV) analyzing accounts, (V) talent management and diversity, as well as (VI) compensation of executive corporate officers.

Group strategy and organization, CSR
  • Review of indicators monitoring the Group’s medium-term strategic direction
  • External growth opportunities and analysis thereof
  • Review of the main changes in markets, technology and the competitive environment
  • Intelligent Industry strategy and sustainable development and generative artificial intelligence offering strategy
  • Monitoring of the roll-out of the Group’s CSR strategy, including the climate strategy
Governance
  • Changes in the composition of the Board and its Committees
  • Preparation of the Shareholders’ Meeting
  • Internal assessment of the Board
  • Monitoring of dialogue with shareholders and proxy advisors
  • Review of the Executive Corporate Officer succession process and the emergency succession process
Finance
  • Budget
  • Medium-term financial ambitions
  • Share buyback program
  • Financial communication
Group performance
  • Group performance and activities
  • Monitoring the “new normal”
  • Monitoring customer satisfaction
Audit & Risk
  • 2022 Company financial statements
  • 2022 consolidated financial statements and 2023 first-half interim consolidated financial statements
  • Risk monitoring (including mapping)
  • Internal control and Internal audit
  • Monitoring of the Group’s various ethics and compliance actions
Talent management, diversity and compensation
  • Monitoring of Group talent management
  • Diversity policy for management bodies
  • Monitoring of the Group executive succession process excluding the Chief Executive Officer and preparation of potential executives
  • Compensation of Executive Corporate Officers, equity ratio
  • Performance share and free share grants
  • New employee share ownership plan