Saint-Gobain // Universal Registration Document 2021

5 Corporate governance Compensation of the management and governing bodies SAINT-GOBAIN UNIVERSAL REGISTRATION DOCUMENT 2021 181 Compensation of the management 2. and governing bodies This section, prepared with the assistance of the Board’s Nomination and Remuneration Committee, describes the compensation for the Directors, the Executive corporate officers and members of Group General Management, and sets out the long-term compensation schemes in place within the Group. Directors’ compensation 2.1 Compensation policy for Directors (Say on Pay ex ante) 2.1.1 Directors receive compensation, set at an annual total of €1.1 million by the General Shareholders’ Meeting of June 5, 2014 with effect from January 1, 2015. The rules for the distribution of the Directors’ compensation, agreed by the Board of Directors at its meeting of September 25, 2014, and applicable since the 2015 fiscal year, are as follows: until the separation of functions, the Chairman and ■ Chief executive officer of Compagnie de Saint-Gobain did not receive compensation for their office of Director; since the separation of functions, neither the Chairman ■ of the Board of Directors nor the Chief executive officer have received compensation for his office as Director; the other members of the Board of Directors each ■ receive a fixed amount of €24,750 per year plus €3,300 for each Board meeting attended during the year; the Chairpersons and members of the Committees ■ (currently: the Audit and Risk Committee, the Nomination and Remuneration Committee, and the Corporate Social Responsibility Committee) (excluding Executive corporate officers) each receive a fixed amount of €5,500 and €2,750 per year, respectively, plus a variable portion of €2,200 for each Committee meeting; the amounts granted in respect of the fixed base ■ amount are pro-rated when terms of office begin or end during the course of a fiscal year; the compensation is paid in two half-yearly installments ■ in arrears, with any balance available from the annual amount distributed at the beginning of the next year based on each Director’s or Committee member’s attendance rate at the prior year’s Board or Committee meetings. The variable fee represents the bulk of their compensation if Directors consistently attend both Board and Committee meetings. The Lead independent Director did not wish to receive any compensation in respect of this role. The Compensation policy for Directors for 2021 as described above was approved by the General Shareholders’ Meeting of June 3, 2021 (sixteenth Resolution). It is planned to propose to the General Shareholders’ Meeting of June 2, 2022 to renew the Compensation policy for Directors described above for 2022.