Credit Agricole S A : Présentation Roasdshow Gouvernance 2023 (en anglais uniquement)

CRÉDIT AGRICOLE S.A. GOVERNANCE ROADSHOW

18 DECEMBER 2023

WORKING EVERY DAY IN THE INTEREST OF

OUR CUSTOMERS AND SOCIETY

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

AGENDA

1

2

3

4

5

6

INTRODUCTION MESSAGE FROM THE CHAIRMAN OF THE BOARD

COMMITTED AND RESPONSIBLE GOVERNANCE

EXECUTIVE COMPENSATION

A RESPONSIBLE EMPLOYER

THE GROUP'S ESG STRATEGY AND SOCIETAL PROJECT

APPENDICES

2

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

INTRODUCTION MESSAGE

FROM THE CHAIRMAN OF THE BOARD

3

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

AGENDA

1

2

3

4

5

6

INTRODUCTION MESSAGE FROM THE CHAIRMAN OF THE BOARD

COMMITTED AND RESPONSIBLE GOVERNANCE

EXECUTIVE COMPENSATION

A RESPONSIBLE EMPLOYER

THE GROUP'S ESG STRATEGY AND SOCIETAL PROJECT

APPENDICES

4

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

COMMITTED AND RESPONSIBLE GOVERNANCE

Crédit Agricole S.A.'s Governance core identity: balancing group's customer's interest societal issues and respect for our mutualist values

• Crédit Agricole was originally created through a societal project: initially to finance agriculture neglected by the banking system, then more generally, to make financial progress accessible to all customers.
• This determination to work in the interest of all customers and of society and to make financial progress accessible to all has always guided Crédit Agricole's action as well as societal utility.
• For CASA's Board, "CSR" is not an "added" social responsibility: it is integrated into our activities and in the relationship with our customers, we are a bank for loyal and useful relationships.
• From August 2023: Allocation of specialized committee to CSR (Societal Commitment Committee): Split from former Strategic and CSR Committee, direct link with the newly created Societal Commitment Department

5

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

BOARD COMPOSITION (DECEMBER 15TH, 2023)

21 DIRECTORS

including 18 elected at the annual General Meeting

Average age: 55

Directors CEOs or Chairmen of Regional Banks

Director SAS rue La Boétie

Independent Directors

Directors representing employees one of which representing shareholders employees

Director representing professional agriculture associations

Board's independence: 33%

• excluding the 3 Directors representing employees;
• in accordance with the AFEP/MEDEF Code for corporations controlled by a majority shareholder.

11 Directors (majority) representation of Crédit Agricole's Regional Banks: application of the Group's cooperative structure

•	1 SAS
•	3 CEO
•	7 Chairmen of Regional Banks:
	− are neither employees of the Regional Banks nor holders of
	executive office,
	− are elected among the mutual shareholders (i.e. customers),
	in accordance with the Regional Banks' cooperative status,
	− are independent under the "cooperative" values but not

Participants without voting rights 3 non-votingDirectors

1 Representative of the social and Economic Committee

considered fully independent under the AFEP-MEDEF only

because of this mandate

Age limit for: Directors: 65 / Chairman of the Board of Directors: 67

6

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

50% of Board members are women

Reappointment in 2024

Co-opted August 2023

Appointed August 2023

Dominique LEFEBVRE

Raphaël APPERT

Olivier AUFFRAY

Hugues BRASSEUR

Pierre CAMBEFORT

Jean-Pierre GAILLARD

Christine GANDON

Nicole GOURMELON

Christiane LAMBERT

Christophe LESUR

Pascal LHEUREUX

Louis TERCINIER

Eric VIAL

Catherine UMBRICHT

Eric WILSON

Agnès AUDIER

Sonia BONNET-BERNARD

Marie-Claire DAVEU

Marianne LAIGNEAU

Alessia MOSCA

Carol SIROU

Pascale BERGER

Olivier DESPORTES

José SANTUCCI

Guillaume MAÎTRE

7

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

2023 EVOLUTION OF THE BOARD

DEMERGER AND CREATION OF A NEW COMMITTEE

Strategic Committee (ex Strategic and Corporate Social Responsibility)

• Focus on Strategic operations for the Group;
• Monitoring of Crédit Agricole S.A.'s medium-term plan and;
• Review of any substantial or strategic external growth projects or investment or divestiture.

Societal Commitment Committee

• Examining the strategic priorities of Crédit Agricole's Societal Project, (i.e. climate strategy and energy, agricultural and agri-food transitions; sector decarbonisation policies and social inclusion policies);
• Following up on the action plans and indicators of progress made on Crédit Agricole's societal and environmental commitments, at least once a year;
• Examining the Group's climate strategy and the Group's patronage initiatives;
• Issuing its opinion on the Group's societal commitment reporting strategy and on the key measures taken in response to any controversies. Pursuit of cross-cutting approach to CSR: May hold joint meetings with the audit and/or Risk Committee.

United States Risk Committee

• Nomination of 2 US independent observers by the Board, Assisting USRC supervision on US activities: Mrs. Kathryn DICK and Mr. Edward SCHREIBER

8

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

BOARD'S COMPETENCE

ANNUAL ASSESSMENT (APPOINTMENTS AND GOVERNANCE COMMITTEE)

• Every 3 years: Third party assessment (conducted in 2023)
• Sectoral origin of Directors: Banking (43%); Agriculture (30%); Consulting (27%)
• Directors characterized by:
• • high value expertise in banking, finance and insurance, audit and risk;
  • expert knowledge of local economies, the bedrock of the Group's business,
  • experience in large companies, mainly multinationals, in the service, technology and industrial sectors;
  • recognized players in the fields of governance, CSR and the environment.
• Adequate knowledge in all subject reviewed by the Board

• 2 news indicators in 2023 URD
• • Climate and biodiversity knowledge:
    81% of "Good and Very good" assessment
  • Agriculture sector knowledge:
    76% of "Good and Very good" assessment
  • Assessed as a very competent board; well adapted to the challenges and context
  • Quality debates; leadership of the chairman; Effective balance between cooperation and challenge of the executive direction
  • Committee: numerous, efficient and very active

9

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T

BOARD OF DIRECTORS

THE BOARD	41
OF DIRECTORS	COMMITTEE
MEETINGS
1 Chairman
A HIGH LEVEL
97% attendance
OF ENGAGEMENT
13 meetings	COVERAGE OF
21 members	ALL ASPECTS
INCLUDING CSR

► Appointments and	Proposes or issues
Governance Committee	opinions on candidates for
1 Chairwoman*	membership on the Board
100% attendance	of Directors or appointment
3 meetings	as Corporate Officers.

• 6 members

• Strategy Committee Enhances the Group's

1 Chairman	strategic thinking on
100% attendance	growth, investments.
2 meetings
7 members

► Audit Committee

• 1. Chairwoman* 100% attendance
  1. meetings
  2. members
• Joint Risk/Audit meetings
• 1. Chairwomen* 97% attendance
  1. meetings
  1. members

Oversees the financial statement preparation process.

Approves and sets the strategic guidelines proposed by the Chairman and Chief Executive Officer of Crédit Agricole S.A., authorises strategic investments, determines the general principles of internal financial organisation and supervises the Group's operations, notably as regards risk.

• US Risk Committee 1 Chairwoman* 100% attendance
  9 meetings
  3 members
• Compensation Committee
  1 Chairwoman*
  100% attendance
  5 meetings
  6 members

Monitors risk related to activities conducted directly by the Group's entities in the United States.

Proposes compensation policies to the Board and ensures their compliance.

► Risk Committee

• 1. Chairwoman* 96% attendance
  1. meetings
  1. members
• Societal Commitment Committee
• 1. Chairman*

67% attendance

1. meeting

1. members

Reviews the Group's risk management strategy, notably for financial, operating and non- compliance risks.

Reviews the Group's CSR strategy.

* Independent Chairwoman/Chairman

10

18/12/2023 GOVERNANCE ROADSHOW

F I N A N C I A L C O M M U N I C A T I O N S D E P A R T M E N T