technicolor - 2018 Registration document

4 CORPORATE GOVERNANCE AND COMPENSATION CORPORATE GOVERNANCE

Board of Directors 4.1.1

4.1.1.1

CORPORATE GOVERNANCE STRUCTURE

COMPOSITION AND EXPERTISE 4.1.1.2 OF THE BOARD OF DIRECTORS GRI [102-22] [102-24] [102-25] [405-1]

GRI [102-18] [102-19] [102-20] [102-22] [102-23] [102-26] The Company is governed by a Board of Directors and a Chief Executive Officer. The Board of Directors appointed Mr. Bruce Hack as Chairman of the Board with effect on February 27, 2017. The latter announced on February 27, 2019 his intention not to solicit the renewal of his term of office as a Director at the next General Meeting. The Board of Directors thus appointed Ms. Mindy Mount as Vice Chairman of the Board. Mr. Frédéric Rose, Company Director, has been appointed Chief Executive Officer on September 1, 2008, his term of office as Chief Executive Officer being since then continuous. The choice to separate the offices of Chairman of the Board and Chief Executive Officer was made in 2009 in order (i) to allow the Chief Executive Officer to focus on the execution of the Group’s strategy and management and (ii) to ensure the best balance of powers between the Board of Directors and the executive management.

As of the date of this Registration Document, the Board of Directors is composed of: 8 Directors, including the Chief Executive Officer and the Chairman • of the Board of Directors, of which: 5 Independent Directors, • 2 non-independent Directors, and • 1 Director representing employees; • 3 women; • 5 foreign Directors and 1 with dual Franco-American nationality. • 2018 was marked by: the resignations from their term of office of Ms. Birgit Conix • (September 14, 2018) and of Mr. Hilton Romanski (October 12, 2018) subsequent to their new professional positions respectively as CFO at TUI Group, the world number one tourism business, and Partner at Siris Capital, a major private equity firm; and the cooptation of Mr. Maarten Wildschut in replacement of Mr. Hilton • Romanski on October 24, 2018.

CHANGES IN THE COMPOSITION OF THE BOARD OF DIRECTORS IN 2018 AND UNTIL THE DATE OF THIS REGISTRATION DOCUMENT

Date on which term of office ends 2021 AGM*

Date on which term of office began

Name

Gender Nationality M Franco- American

Directors whose term of office was renewed at the 2018 AGM*

Frédéric Rose

October 2008

Bpifrance Participations, represented by Thierry Sommelet

M French

January 2016

2021 AGM*

Directors who left the Board of Directors in 2018 Directors who joined the Board of Directors in 2018 Annual General Shareholders’ Meeting. *

Birgit Conix

F

Belgian

April 2016

September 2018

Hilton Romanski Maarten Wildschut

M American M Dutch

November 2015 October 2018

October 2018

AGM 2019*

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TECHNICOLOR REGISTRATION DOCUMENT 2018