2022 Universal Registration Document

Corporate Governance

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

3.1.3.1.2 Description of the diversity policy applied to the members of the Board of Directors, its objectives, its implementation methods and the results obtained during the 2022 fnancial year The policy of balanced representation and diversity applied to the composition of the Board of Directors takes into account the complexity and the many different activities of Groupe ADP. Both the organisation of the Board and its composition are appropriate with regard to the shareholding, the nature of Aéroports de Paris’ core business and, in particular, its public service mission as an airport. Given Aéroports de Paris’ activities, directors are selected from among representatives of the air transport world, managers of major French and international industrial companies and experts in the environmental fields in which the Company operates. The directors representing employees also contribute their point of view on subjects discussed. In addition, debates are enriched by one foreign director. Lastly, discussions are clarified by the non-voting Board members, who have valuable experience in the areas of the greater Paris region where the airports are located. The composition, with diverse and complementary profiles, ensures discussions with a range of relevant outlooks. The renewal of the Board has improved its dynamics thanks to the quality of the profiles, as the evaluation notes. All the directors are jointly responsible for developing collective operations, which is a necessary prerequisite for high quality management. The goal is to guarantee shareholders and the market that it will carry out its duties competently, independently and objectively. The composition of the committees is based on the same principles of balanced composition. The age of the members of the Board of Directors is balanced, ranging from 37 to 69, and averaging 57. As regards the balanced representation of women and men, of the twelve directors in question (the directors elected by employees are excluded from the calculation) as of 31 December 2022, five were women, i.e. 42%, and seven were men, i.e. 58%. Moreover, Aéroports de Paris implements a global non discrimination and diversity policy. The company and its subsidiaries signed up to the Diversity Charter in 2013 and a framework agreement on diversity was signed in 2017 for Aéroports de Paris SA. The provisions are a continuation of agreements which reflect the Company’s long-standing commitment to ensuring equal opportunity. Two new three year agreements were signed in 2019, for the period 2020-2022, relating to gender equality on the one hand, and the employment of people with disabilities on the other. They were extended until 30 June 2023 by amendments of 4 January 2023. The provisions concerning young people and seniors are included in the 2022 2024 agreement on the management of jobs and career paths. This policy was discussed by the Board of Directors on 12 October 2022, as in previous years. With regard to gender equality in particular, the 2020-2022 agreement sets targets to mobilise stakeholders and change mentalities in favour of greater gender equality in teams, improving gender equality for all business lines and at all levels of responsibility, focusing in particular on the recruitment and promotion of women to positions of responsibility. It aims to ensure equal pay at hiring and for individual pay raises, as well as

to make up for any unjustified differences. Measures to promote work-life balance are ongoing. The quantitative objectives and the results of the actions relating to diversity are included in the non-financial performance statement included in the management report. There is also a specific policy regarding the number of women in governing bodies. 3.1.3.1.3 Gender balance policy for governing bodies, description of objectives and implementation methods In accordance with the AFEP-MEDEF Code of Corporate Governance for Listed Companies, the Board of Directors of Aéroports de Paris set gender equality targets within the governing bodies, by the deliberation of 18 December 2020. They were the subject of a presentation of the levels reached to the Board of Directors on 13 October 2021 and on 12 th October 2022 and the policy was confirmed. They concern, in addition to the Board of Directors and its committees, the Executive Committee (COMEX) and the Management Committees (CODIR) chaired by the members of the Executive Committee: the Board of Directors of 18 December 2020 set objectives for the next three years. They are part of the general policy on professional equality approved by the Board of Directors, most recently at its meeting of 12 October 2022: ◆ the Board of Directors: maintain vigilance on appointments made by the Annual General Meeting and oversee the composition of the committees; ◆ the Executive Committee: increase the proportion of women to 33%; ◆ the Management Committees reporting to the members of the Executive Committee: increase the percentage of women to 40% for each department. The implementation methods are based on two axes: ◆ impose female candidates by: anticipating and building a pool of candidates; the proposal of a man and a woman in the succession plans for internal appointments; the presentation of at least two candidates, including a woman, for the final selection list during recruitment; the inclusion of this requirement in headhunters’ calls for tender; ◆ identify and support female talent, early on, to plan career paths by: supporting women in place or about to be appointed, highlighting women in place to be attractive internally and externally for women’s careers, seeking recruitment from schools that have more female students, offering long-term mentoring and supporting inclusion in internal and external networks. At present, parity is met within the Board of Directors, with 50% women in 2021, 42% women and 58% men in 2022. The percentage of women (excluding employee directors) ranges between 25% and 75% depending on the committee. The proportion of women members of the Executive Committee has quadrupled in two years, from 8% in 2019 to 33% at 31 December 2021; however, this share has been reduced to 25% since September 2022, with the appointment of a Director to replace the Director of Communications and that of the General Counsel.

3

179

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

Made with FlippingBook - Online Brochure Maker