Universal Registration Document 2024

CORPORATE GOVERNANCE 3

OTHER ELEMENTS RELATING TO GOVERNANCE

3.2 OTHER INFORMATION RELATING TO ADMINISTRATIVE BODIES AND EXECUTIVE MANAGEMENT 3.2.1 UPDATES TO MEMBERSHIP OF ADMINISTRATIVE BODIES AND EXECUTIVE MANAGEMENT SINCE 31 DECEMBER 2024

3.2.1.1 Executive Management 3.2.1.1.1 The Chairman and Chief Executive Officer

3.2.1.2 Composition of the Board of Directors 3.2.1.2.1 Strategy and Investment Committee

Augustin de Romanet has been Chairman and CEO of Aéroports de Paris since 18 February 2025. He resigned from all his other terms of office and positions within Groupe ADP on 31 December 2024. At its meeting of 18 February 2025, the Board of Directors: u co-opted Philippe Pascal as a director to replace Augustin de Romanet, for the remainder of the latter's term of office, expiring at the close of the Ordinary General Meeting called in 2029 to approve the financial statements for the previous year; and u recommended to the President of the French Republic the appointment by decree of Philippe Pascal as Chairman and CEO of Aéroports de Paris. Following the meeting of the Board of Directors, Philippe Pascal was appointed interim Chairman and CEO of Aéroports de Paris by decision of the French Minister for the Economy, before being appointed Chairman and CEO by decree of the President of the French Republic dated 19 February 2025. Details of the appointment procedure are given in section 3.1.2.2 of this Universal Registration Document. Philippe Pascal's biography, terms of office and positions he holds in all companies are set out in section 3.3.3 of this Universal Registration Document. The other members of the Board of Directors remain unchanged. 3.2.1.1.2 Deputy CEO On the recommendation of the Chairman and CEO, the Board of Directors, which met on 18 February 2025, appointed Justine Coutard as Deputy Chief Executive Officer of the Company. With the same powers as the Chairman and CEO in respect of third parties, Justine Coutard will be more particularly in charge of sustainable development and airport development planning within the Company. Justine Coutard's biography, terms of office and positions she holds in all companies are set out in section 3.3.3 of this Universal Registration Document.

The end of Augustin de Romanet's term of office as director on 18 February 2025 led to the termination of his membership of the Strategy and Investment Committee. At the date of filing of this Universal Registration Document, the composition of the committee members is as follows: u May Gicquel, director representing the French State; u Cécile de Guillebon, director appointed by the Annual General Meeting and upon proposal by the French State; u Pierre Cunéo, director appointed by the Annual General Meeting on the proposal of the French State; u Fayçal Dekkiche, employee director; u Mouhsine Elketrani, employee director. 3.2.1.2.2 Compensation, Appointments and Corporate Governance Committee Jacques Gounon announced on 19 February 2025 that he was stepping down from his roles as member of the Compensation, Appointments and Corporate Governance Committee. At the date of filing of this Universal Registration Document, the composition of the committee members is as follows: u Sylvia Metayer, Independent Director and Chairwoman of the Committee; u May Gicquel, director representing the French State; u Séverin Cabannes, independent lead director; u Jean-Paul Jouvent, employee director; The Compensation, Appointments and Corporate Governance Committee has two out of three independent members. The director representing employees is not counted in this respect, in accordance with the recommendations of the AFEP-MEDEF Code.

3.2.1.3 Lifting of the AFEP-MEDEF Code exemption relating to the membership of the Compensation, Appointments and Corporate Governance Committee At the filing date of this Universal Registration Document, the Compensation, Appointments and Corporate

The recommendation of the AFEP-MEDEF Code to include a majority of independent directors is now respected.

Governance Committee has two out of three independent members, with the director representing employees not counted.

199

UNIVERSAL REGISTRATION DOCUMENT 2024 w AÉROPORTS DE PARIS

Made with FlippingBook - Online Brochure Maker