Saint Gobain - Registration document 2016

6 CORPORATE GOVERNANCE

1. Composition and operation of the Board of Directors

FRÉDÉRIC LEMOINE

Director Member of the Audit and Risk Committee Member of the Strategy and CSR Committee Principal office held: Chairman of the Management Board of Wendel Professional address: Wendel - 89 rue Taitbout - 75009 Paris

Age 51 Nationality: French Date of first election: April 2009 Term start date: June 2016 Term end date: Shareholders’ Meeting convened to approve the financial statements for the year ending December 31, 2019 Number of shares held at 12/31/2016: 835

EXPERTISE AND EXPERIENCE Graduate of École des Hautes Études Commerciales (HEC) and Institut d’Études Politiques de Paris, holding a degree in law, an alumnus of École Nationale d’Administration, Mr. Frédéric Lemoine is a Finance Inspector. In 1992-1993, he led the Heart Institute of Ho Chi Minh City, Vietnam, for one year, and became from 2004 to 2013 General Secretary of the Alain Carpentier Foundation which supported that hospital. From 1995 to 1997, he was Deputy Chief of Staff to the Ministry of Labor and Social Affairs, in charge of coordinating social security reform and hospital reform, and was simultaneously a Technical Advisor for the Secretary of State for Health and Social Security. From 1998 to 2002, he reported to Mr. Serge Kampf and the Management Board of Capgemini as Vice-Executive Director, then Chief Financial Officer, before being appointed Senior Vice President in charge of Capgemini Ernst & Young finances. From 2002 to 2004, he was Deputy Secretary-General to the office of the French President Jacques Chirac, specifically in charge of economic and financial affairs. From October 2004 to 2008, he was Senior Advisor at McKinsey. From March 2005 to April 2009 he was Chairman of the Supervisory Board of Areva, and member and then non-voting member of the Supervisory Board of Générale de Santé from 2006 to 2009. He became a member of the Wendel Supervisory Board in June 2008, a position he resigned from upon his appointment as Chairman of the Management Board of Wendel in April 2009. His other offices and duties held over the past five years are described below. Mr. Frédéric Lemoine has been a Director of Compagnie de Saint-Gobain since April 2009.

OFFICES AND DUTIES HELD OUTSIDE THE GROUP Chairman of the Management Board • of Wendel* Chairman of the Board of Directors of Bureau Veritas* • Chairman of the Supervisory Council • of Constantia Flexibles** (Austria) Chairman of the Supervisory Board of Oranje-Nassau Groep • BV** (Netherlands) Chairman of the Board of Directors of Trief Corporation** • (Luxembourg)

OTHER OFFICES HELD OUTSIDE THE GROUP AND EXPIRED OVER THE PAST FIVE YEARS Vice Chairman of the Board of Directors • of Bureau Veritas* (up to 2013)

Director of Legrand* (2009-2013) • Director of Groupama* (2005-2012) •

* Listed company ** Company registered outside of France in which Wendel has an equity interest

JACQUES PESTRE

Director representing employee shareholders Principal office held: Senior Vice President of SGDB France, in charge of Point. P Matériaux de Construction Professional address: SGDB France - Immeuble le Mozart - 13/15 rue Germaine Tailleferre - 75940 Paris cedex 19

Age 60 Nationality: French Date of first election: June 2011 Term start date: June 2015 Term end date: Shareholders’ Meeting convened to approve the financial statements for the year ending December 31, 2018 Number of shares held at 12/31/2016: 3,447

EXPERTISE AND EXPERIENCE Mr. Jacques Pestre is a graduate of École Supérieure de Commerce de Toulouse. Joining the Saint-Gobain Group more than 30 years ago, he began his career in 1980 within the Insulation Division as a field sales representative, then as Director of Sales (1982-1984), before being appointed Southwest Regional Director of Isover. In 1987, Mr. Jacques Pestre was appointed Regional Director of Saint-Gobain Flat Glass, a position he held until 1988, before being appointed as Agency Head of Miroiteries de l’Ouest. From 1989 to 1995 Jacques Pestre was Chief Executive Officer of Somir SA. From 1995 to the end of August 2011, Mr. Jacques Pestre successively served as Operational Sales Director for POINT.P BMSO (until 2000), Regional President for the POINT.P Group (until 2007) then Area President for the POINT.P Group (2010), Senior Vice President in charge of Specialist Brands of SGDB France. Since September 2011, Mr. Jacques Pestre has been the Deputy CEO of SGDB France responsible for the POINT.P brand. Mr. Jacques Pestre also serves as Chairman, Chairman of the Board of Directors, Chairman and Chief Executive Officer or Director in the following companies of the Saint-Gobain Group Building Distribution Sector: DOCKS DE L’OISE, SONEN (since 2012), BMSO, BMCE, COMASUD, BMRA, Méridionale des Bois et Matériaux MBM, CIBOMAT. Mr. Pestre has been a Director of Compagnie de Saint-Gobain since June 2011 and Chairman of the Supervisory Board of FCPE “Saint-Gobain PEG France”.

OFFICES AND DUTIES HELD OUTSIDE THE GROUP None

OTHER OFFICES HELD OUTSIDE THE GROUP AND EXPIRED OVER THE PAST FIVE YEARS None

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SAINT-GOBAIN - REGISTRATION DOCUMENT 2016

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