FFP_REGISTRATION_DOCUMENT_2017

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CORPORATE GOVERNANCE

Corporate officers’ remuneration and benefits of any kind

Table 11

Indemnities or benefits due or that may fall due on cessation of or change in duties

Employment agreement

Supplementary pension plan

Non-compete indemnity

Executive directors

Yes

No

Yes

No

Yes

No

Yes

No

Robert Peugeot Chairman and Chief Executive Officer Date of first appointment: 28 June 1979 Year in which current appointment expires: 2021

E

E

E

E

Alain Chagnon Chief Operating Officer From 1 October 2003 to 9 March 2017 Suspended*

E

E

E

Bertrand Finet Chief Operating Officer Since 2 January 2017

E

E

E

E

* Alain Chagnon’s corporate office was terminated on 9 March 2017, when he became Advisor to the Chairman. As of this date, his employment agreement, which was suspended upon his appointment as a corporate officer, entered force again.

Corporate officers qualify for the benefit of the defined-contribution supplementary pension plan in force in the Company. Contributions to the plan, which are paid to an insurer, are based on remuneration up to eight times the French Social Security cap (€313,824 in 2017). The contributions made by the Company stood at €38,853 in 2017 for each of the corporate officers.

MISCELLANEOUS UNDERTAKINGS Certain undertakings were given by the Company to corporate officers pursuant to article L. 225-42-1 of the French Commercial Code concerning: O the terms and conditions under which the Alain Chagnon’s employment agreement, suspended upon his appointment as a corporate officer, would resume upon cessation of his office (1) . These undertakings were subject to the procedure for related party agreements and approved at the Annual General Meeting on 15 June 2007. They are as follows: • the remuneration due under the employment agreement upon its resumption will be equal to the last fixed remuneration determined by the Board of Directors plus the average of the three most recent bonus payments, • the length of his corporate office will be considered as part of his length of service at the Group, which is used to calculate the length of service under his/her employment agreement, plus all the years that he has spent in the PSA Group as an employee, • lastly, a decision was made to arrange unemployment insurance under normal conditions providing protection for 18 months, equivalent to the protection he/she would have received had he/she been an employee;

O the terms under which Bertrand Finet will receive, should his corporate office be terminated by the Board other than for serious misconduct, a termination benefit amounting to: • 1 year’s fixed and variable remuneration should his corporate office be terminated after its first year, • 2 years’ fixed and variable remuneration should his corporate office be terminated after the second year, subject to fulfilment of the performance conditions determined by the Board. This undertaking was approved in accordance with the procedure for related party agreements at the Annual General Meeting on 9 March 2017. Pursuant to the provisions of article L. 225-42-1 of the French Commercial Code, this decision by the Board of Directors was announced in a press release published on the Company’s website. The undertaking was also submitted for shareholders’ approval at the Annual General Meeting of 11 May 2017 (Fourteenth resolution). Members of the Board of Directors of the Company and/or of any of its subsidiaries do not hold a service contract providing for the grant of benefits at the end of such contract other than those stated in this section.

(1) Alain Chagnon’s corporate office was terminated on 9 March 2017, when he became Advisor to the Chairman. As of this date, his employment agreement, which was suspended upon his appointment as a corporate officer, entered force again.

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FFP

2017 REGISTRATION DOCUMENT