02 Corporate governance report Administrative, management and supervisory bodies SPECIFIC DUTIES OF THE SUPERVISORY BOARD REGARDING THE GROUP’S STRATEGY, PARTICULARLY ITS ENVIRONMENTAL ASPECTS • Regular review of the Group’s strategy • Periodic review of the Group’s: • markets of operation, • financial results and financial statements, • shareholder compensation policy, • organization and operations, • risk management and internal control policies, • compensation and appointment policies, • social, environmental and climate strategy. • Formal opinion provided to the Managers concerning: • significant investments, • major external growth transactions, • divestitures, • off-balance sheet commitments. SPECIFIC DUTIES OF THE SUPERVISORY BOARD REGARDING CORPORATE GOVERNANCE • Prior Board approval: • Managers’ renewal, • Managers’ dismissal and severance payments. • Prior Board recommendation to the shareholders: • appointments of new Managers and of the Managing Chairman, • Managers’ compensation (policy, information) and Supervisory board members compensation. • Determination of Managers’ compensation performance criteria and assessment of Managers’ achievement of compensation performance targets • Prior Board recommendation regarding: • appointments and succession planning for members of the Executive Committee, • diversity objectives within management bodies and corresponding action plans, • compensation policy for members of the Executive Committee. To enable the Supervisory Board to effectively fulfill its oversight role, its members receive quarterly reports presenting key performance indicators, as well as regular information such as copies of the Group’s main press releases, major research reports published by analysts who follow Michelin, and updates on the Group’s markets. 69 2024 UNIVERSAL REGISTRATION DOCUMENT_MICHELIN
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