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Governance

Since it was listed on the Paris stock exchange in 2010, Edenred has been governed by the Group Executive Committee and the Board of Directors.

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Executive Committee

Edenred's Executive Committee is responsible for implementing its strategy, defining its organization and operational processes and choosing its management teams.
With 14 members, the Executive Committee is made up of operational representatives from the world's main regions and functional managers who provide expertise to support operations.

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Board of Directors

The Board of Directors has 11 members and a Board observer, 90%¹ of whom are independent; 40%¹ of the members are women. Its Chairman is Bertrand Dumazy, Chairman and Chief Executive Officer of Edenred, and the lead independent director and Vice-Chairman of the Board of Directors is Françoise Gri.

¹Without taking into account the employee directors and employee shareholders director in accordance with the recommendations of the AFEP-MEDEF code.

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Governance principles

The members of the Edenred's Board of Directors wish to abide by the following operating rules, which constitute the By-laws of the Board of Directors.

These By-laws form part of the market recommendations aimed at compliance with the fundamental principles of corporate governance and their objective is to supplement the articles of incorporation by specifying the Board of Directors’ organizational and operating procedures.

They may not be invoked by shareholders or third parties against the directors, the Company or any Edenred Group company. They apply as needed to the tellers appointed by the Board of Directors.

Internal Regulations of the Board of Directors

Company by-laws

Board committees

The Board of Directors can decide to create committees for the purpose of studying questions that it or its Chairman submits for consideration and advice. The Board sets the structure and responsibilities of the committees, which carry out their activity on the Board’s responsibility.

The Company’s Board of Directors, which met, set up an audit and risk committee, a commitments committee and a compensation and appointments committee.

Audit and Risks Committee: Dominique D’Hinnin (Chairman), Jean-Paul Bailly, Jean-Romain Lhomme;
Commitments Committee: Jean-Paul Bailly (Chairman), Anne Bouverot and Bertrand Méheut;
Compensation and Appointments Committee: Françoise Gri (Chairman), Sylvia Coutinho and Gabriele Galateri di Genola.

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