In accordance with the provisions of Article L.22-10-12 of the French Commercial Code, at its meeting of 4 February 2020 the Board put in place a procedure for the assessment of agreements entered into in the ordinary course of business and on an arm’s length basis.
This procedure requires the identification of any agreements that might be considered as regulated agreements because they do not meet these two conditions, their submission to the Legal Department for analysis prior to being signed, an assessment of the contractual terms of the aforementioned agreements carried out by the Legal Department with the assistance of the Finance Department, a summary table prepared by the Legal Department of agreements entered into in the ordinary course of business and on an arm’s length basis, the reassessment of these agreements at regular intervals to determine whether they continue to meet these two conditions, and a presentation given at least once a year to the Audit Committee covering the implementation of the procedure.
At its meeting of 4 February 2026, the Audit Committee noted that the implementation of the procedure for the assessment of agreements entered into in the ordinary course of business and on an arm’s length basis did not result in the identification of any such agreements during the 2025 financial year.
The Board met eight times in 2025 (for seven ordinary meetings and one extraordinary meeting) and the average attendance rate reached 100%. Attendance rates for each director at the Board meetings held in 2025 are shown in paragraph 3.1.3, “Activities in 2025”, page 133.
All documents needed by directors to perform their duties are made available both in hard copy, for those who wish to receive them as such, and in electronic form, the latter via a specific platform allowing directors to view the documents on their tablet or computer.
In 2025, all Board meetings were held in person, although some of the directors took part remotely via videoconferencing.
The Board discussed all matters of importance relating to the Group’s activities. The Executive Vice-President and Chief Financial Officer attends Board meetings. The General Counsel acts as Board Secretary.
| Main areas of oversight | Board activities in 2025 |
|---|---|
| Review of the financial statements and day-to-day management | Review of the financial statements and day-to-day management Board activities in 2025
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| Corporate governance | Corporate governance Board activities in 2025
|
| Remuneration | Remuneration Board activities in 2025
|
| Employee savings plans | Employee savings plans Board activities in 2025
|
| Strategy and CSR | Strategy and CSR Board activities in 2025
|
| Other | Other Board activities in 2025
|