2022 Universal Registration Document

Corporate Governance

CORPORATE GOVERNANCE REPORT ADOPTED BY THE BOARD OF DIRECTORS ON 15 FEBRUARY 2023

members, appointed by the Annual General Meeting, received compensation for the 2021 and 2022 financial years, paid in 2022 and 2023:

2022

Gross amount (in euros)

2021

Anne Hidalgo

0

0

Christine Janodet Valérie Pécresse

5,100 2,550 8,500

5,950 3,400 7,650

Patrick Renaud

3

Vote of the General Meeting The General Meeting of 17 May 2022 approved ex post the compensation of Directors and non-voting Board members for 2021.

3.1 .2. GOVERNANCE

3.1.2.1 Benchmark corporate governance code 3.1.2.1.1 Reference code The Board of Directors, at its meeting of 29 April 2009, decided to refer to the code of corporate governance of listed companies of the Association Française des Entreprises Privées and the Mouvement des Entrepreneurs de France (the AFEP-MEDEF Code) as published in December 2008 and last revised in December 2022. It can be consulted at https://www.medef.com/ and at https://afep.com. Explanations are provided in the paragraph below when recommendations of the AFEP-MEDEF Code are set aside, as authorised by article 28.1 of said code. 3.1.2.1.2 Derogation from the AFEP-MEDEF Code Aéroports de Paris is governed by Order no. 2014-948 of 20 August 2014 on governance as a result of its status as a public company controlled by a majority shareholder. The provisions of the AFEP-MEDEF code are available at the link: https://afep.com/wp-content/uploads/2022/12/Code-AFEP MEDEF-version-de-december-2022.pdf https://afep.com/wp content/uploads/2020/01/Code-Afep_Medef-r%C3%A9vision janvier-2020_-002.pdf. Provisions, and the reasons why they were excluded, are set out below. DURATION OF DIRECTORS’ TERMS OF OFFICE (CHAPTER 15 OF THE AFEP‑MEDEF CODE) The mandate for Aéroports de Paris directors exceeds the four‑year term set out in the AFEP-MEDEF Code. The term of office of directors is set at five years, a period consistent with the term of the economic regulation agreement, concluded pursuant to Article 6325-2 of the Transport Code. The staggering of terms of office was implemented to avoid mass renewals and to promote a smooth renewal process for the directors.

COMPOSITION OF THE COMPENSATION, NOMINATION AND GOVERNANCE COMMITTEE (CHAPTERS 18.1 AND 19.1 OF THE AFEP-MEDEF CODE) The Compensation, Appointments and Governance Committee must have a majority of independent directors. The proportion of independent directors on this committee is respected according to the rationale developed by the High Committee for Corporate Governance which considers, in its activity report of November 2021 and in its guide to the application of the AFEP MEDEF Code of June 2022, that “when the Chairman of the Committee is independent, the presence of 50% of independent directors instead of a majority is a relevant explanation for ruling out the application of the Code’s recommendation”. DIRECTOR SHAREHOLDING (CHAPTER 21 OF THE AFEP‑MEDEF CODE) The charter for the members of the Board of Directors, as shown in the appendix to the Rules of Procedure of the Board of Directors, stipulates, in line with the AFEP-MEDEF Code, that directors appointed by the Annual General Meeting must personally own a significant number of shares in the Company with respect to the amount of attendance fees granted. Unless he or she holds them at the time of taking office, he or she must use his or her directors’ fees at the time of their acquisition. This recommendation cannot be applied within the Company for the following members, who are exempted from owning Company shares: ◆ directors appointed by the French State and directors appointed by the Annual General Meeting on proposal by the French State, in application of Order no. 2014-948 of 20 August 2014; ◆ directors elected by the employees in application of Article 22 of Law no. 83-675 of 26 July 1983 on the democratisation of the public sector. Their mandate is not remunerated. OBLIGATION FOR EXECUTIVE OFFICERS TO HOLD SHARES (CHAPTER 24 OF THE AFEP-MEDEF CODE) At its meeting of 15 July 2014, and confirmed at the meeting of 20 May 2019, the Board of Directors decided not to set a threshold for keeping shares to the extent that: ◆ the Chairman and CEO does not benefit from any share options or performance shares;

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AÉROPORTS DE PAR I S / UN I VERSAL REG I STRAT I ON DOCUMENT 2022