2023 UNIVERSAL REGISTRATION DOCUMENT

General and financial elements

The table below provides information on the determinations reached by the Board regarding the independence of each of its members:

Xavier Huillard Mr Huillard is Chairman and Chief Executive Officer of VINCI. Not independent
Yannick Assouad

Yannick Assouad

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Ms Assouad is Lead Director of VINCI. She has had executive management responsibilities at the Thales group since July 2020.

Certain VINCI subsidiaries have business relationships with the Thales group. However, these relationships arise in the normal course of business and account for only a non-material proportion of business for each of the companies concerned. Furthermore, VINCI’s Board of Directors is not involved in any way in these relationships.

Yannick Assouad

Not independent

Independent

Carlos F. Aguilar

Carlos F. Aguilar

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Mr Aguilar is Chief Executive Officer of Inspire Dallas LLC and President and Chief Executive Officer of Old Hundred Road LLC. These entities do not have business relationships with the VINCI Group.

Carlos F. Aguilar

Not independent

Independent

Benoit Bazin

Benoit Bazin

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Mr Bazin is Chief Executive Officer of Saint-Gobain.Certain VINCI subsidiaries have business relationships with the Saint-Gobain group. However, these relationships arise in the normal course of business and account for only a non-material proportion of business for each of the companies concerned. Furthermore, VINCI’s Board of Directors is not involved in any way in these relationships.

Benoit Bazin

Not independent

Independent

Graziella Gavezotti

Graziella Gavezotti

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Ms Gavezotti serves on the Board of Directors of Edenred SE. She previously had executive management responsibilities for Southern Europe at Edenred.Certain VINCI subsidiaries have business relationships with the Edenred group. However, these relationships arise in the normal course of business and account for only a non-material proportion of business for each of the companies concerned. Furthermore, VINCI’s Board of Directors is not involved in any way in these relationships.

Graziella Gavezotti

Not independent

Independent

Caroline Grégoire Sainte Marie

Caroline Grégoire Sainte Marie

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Ms Grégoire Sainte Marie is a company director and serves in this capacity at companies that may have business relationships with entities of the VINCI Group. However, these relationships arise in the normal course of business and account for only a non-material proportion of business for each of the companies concerned. Furthermore, VINCI’s Board of Directors is not involved in any way in these relationships.

Caroline Grégoire Sainte Marie

Not independent

Independent

Claude Laruelle

Claude Laruelle

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Mr Laruelle is Deputy Chief Executive Officer, Finance, Digital and Purchasing at Veolia.Certain VINCI subsidiaries have business relationships with the Veolia group. However, these relationships arise in the normal course of business and account for only a non-material proportion of business for each of the companies concerned. Furthermore, VINCI’s Board of Directors is not involved in any way in these relationships.

Claude Laruelle

Not independent

Independent

Marie-Christine Lombard

Marie-Christine Lombard

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Ms Lombard is Chairman of the Executive Board of Geodis.Certain VINCI subsidiaries have business relationships with the Geodis group. However, these relationships arise in the normal course of business and account for only a non-material proportion of business for each of the companies concerned. Furthermore, VINCI’s Board of Directors is not involved in any way in these relationships.

Marie-Christine Lombard

Not independent

Independent

René Medori

René Medori

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Mr Medori is Non-executive Chairman of Petrofac Ltd. This entity does not have business relationships with the VINCI Group.

René Medori

Not independent

Independent

Annette Messemer

Annette Messemer

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Ms Messemer is a company director and serves in this capacity at companies that may have business relationships with entities of the VINCI Group. However, these relationships arise in the normal course of business and account for only a non-material proportion of business for each of the companies concerned. Furthermore, VINCI’s Board of Directors is not involved in any way in these relationships.

Annette Messemer

Not independent

Independent

Roberto Migliardi

Roberto Migliardi

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Mr Migliardi is one of the two Directors representing employees.

Roberto Migliardi

Not independent

Not independent

Dominique Muller

Dominique Muller

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Ms Muller is the Director representing employee shareholders, who hold units of the Castor company mutual fund that is mainly invested in VINCI shares.

Dominique Muller

Not independent

Not independent

Alain Saïd

Alain Saïd

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Mr Saïd is one of the two Directors representing employees.

Alain Saïd

Not independent

Not independent

Qatar Holding LLC and Abdullah Hamad Al Attiyah

Qatar Holding LLC and Abdullah Hamad Al Attiyah

Mr Huillard is Chairman and Chief Executive Officer of VINCI.

Qatar Holding LLC, a company controlled by Qatar Investment Authority (QIA), directly and indirectly holds a 2.8% stake in VINCI.

It should be noted that this shareholding had been acquired originally by Qatari Diar Real Estate Investment Company (QD), also controlled by QIA, when the Cegelec group was sold to VINCI. At the time of the sale, it was agreed that QD, which then had a 5.3% stake, would be represented on the Board as long as it held at least 5% of the shares. QD sold its stake to Qatar Holding LLC in February 2015. As a result of the disposal of a block of shares in October 2015, Qatar Holding LLC’s stake was reduced to 3.9%. It should also be noted that QD and VINCI Construction Grands Projets (a wholly owned subsidiary of VINCI) are partners in the jointly owned QDVC. QD owns 51% of the capital of QDVC and VINCI Construction Grands Projets has a minority stake of 49% in this company, which it accounts for under the equity method.

Given that both Qatar Holding LLC and QD are owned by a sovereign wealth fund, the Board is of the opinion that the former should be considered independent.

On 6 December 2018, Qatar Holding LLC appointed Abdullah Hamad Al Attiyah as its permanent representative to VINCI’s Board of Directors. The Board has reviewed the situation of Mr Al Attiyah, who serves as QD’s Chief Executive Officer, and has concluded that he qualifies as independent.

Qatar Holding LLC and Abdullah Hamad Al Attiyah

Not independent

Independent