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Executive Committee The executive committee sets Group strategies with respect to both overall Group operations and business lines. It examines potential acquisitions so as to make recommendations to the Board of Directors and imple- ments the company s business development strategy and internal control policy.

Business Unit Committees The Business Unit Committees are comprised of the heads of each business unit and oversee the finances and operations of each of the companies under their purview. They also work on increasing commercial synergies between Group businesses.

International Committee The International Committee meets quarterly as a forum for pooling efforts and exchanging ideas, projects and advances made by each subsidiary outside France with the objective of creating synergies and strengthening the Group s presence in global markets.

Investment Committee The investment committee reviews and decides whether to approve any investments that are either above certain set amounts or not included in initial budgets.

Audit Committee Comprised of three independent directors, this committee participates in preparing the meetings of the Board of Directors responsible for ruling on the corporate and consolidated semi-annual and annual financial statements. Its principal mission is to assure the pertinence and consistency of account- ing principles applied by the company and ensure that the procedures of reporting and control are adequate. It is also responsible for overseeing the selection of independent auditors. Finally, it assesses risks incurred by the Company and monitors inter- nal control procedures. To this purpose, it is provided with reports summarising the controls carried out in the year.

Compensation and Nominating Committee Comprised of three independent directors, the Com- pensation and Nominating Committee is responsible for reviewing the compensation policy of the Group, and more specifically for managers as well as pro- posals for the grant of stock options and bonus shares. It is informed of the arrival and departure of key managers It is also consulted on the appoint- ment of auditors in addition to the appointment and renewal of the terms of directors and officers.

CONVENTION LCL, MAISON DE LA MUTUALITÉ PARIS, FRANCE 7 FEBRUARY

GL EVENTS | COMPANY REPORT 2014 | CORPORATE GOVERNANCE

CORPORATE GOVERNANCE