The Compensation Committee’s responsibilities include:

• preparing and proposing to the Board of Directors a remuneration policy for Directors, including the annual fee envelope to be submitted to the Shareholders’ Meeting;

• preparing and proposing to the Board of Directors a remuneration policy for corporate officers, including overarching principles, fixed and variable components, annual and/or multi‑year objectives determining variable pay and incorporating several sustainability‑related criteria, including at least one criterion linked to the Company’s climate objectives, as well as any other remuneration components and benefits;

• determining the level of achievement of those objectives for the past financial year and validating the amounts payable;

• reviewing the remuneration principles and levels applicable to members of the Executive Committee, based on proposals from the Chair and Chief Executive Officer;

• reviewing the remuneration of Group managers whose total annual compensation exceeds €250,000 or the equivalent in other currencies;

• ensuring the accuracy of information relating to the remuneration of corporate officers disclosed in the corporate governance report and preparing draft resolutions for submission to the Annual Shareholders’ Meeting;

• reviewing, prior to the relevant Board meeting, the terms and allocations of the annual share option plan and issuing recommendations;

• reviewing the Company’s policies on professional and pay equality and diversity and issuing recommendations to the Board of Directors;

• reviewing, once per year, the Group’s human resources report and the policy and corresponding plan for the current financial year; and

• issuing opinions and recommendations to the Board of Directors.

The Compensation Committee determines its own operating procedures. It meets as often as required in the interests of the Company and at least prior to any Board meeting whose agenda includes the determination of the remuneration and benefits of the Chair and Chief Executive Officer or the allocation of share option plans.

The Remuneration Committee meets without the presence of the Chair and Chief Executive Officer when deliberating on his remuneration. No member of the Board of Directors may participate in recommendations concerning his or her own remuneration.