305 Life Is On | Schneider Electric www.se.com Chapter 4 – Corporate Governance Report Corporate Governance 4. Responsibilities Items Details of missions Employee shareholding schemes and share allocation plans • To formulate proposals to the Board of Directors on the implementation of employee shareholding schemes and allocation of free or Performance Shares, and on the volume of shares granted to all of the eligible Corporate Officers, including executive Corporate Officer(s) Compensation of Group managers • To formulate projects on proposals made by general management on: − compensation for members of the Executive Committee − principles and conditions for determining the compensation of Group executives − pay-equity ratio Succession plan for key Group executives • To examine succession plans for key Group executives • The Committee shall be informed of any nomination of members of the Executive Committee and of main Group executives Human resources and CSR policy • To prepare for the Board of Directors’ deliberations on: − employee shareholding development − reviews made by the Board on social and financial impacts of major re-organization projects and major human resources policies − monitoring management of risks related to human resources − examining the different aspects of the Group’s CSR policy − diversity and inclusion policy, including the policy on the equal treatment of men and women Activity in 2021 The Human Resources & CSR Committee reported on its work at the Board’s meetings of February 10, October 26, and December 15, 2021. Items Details of missions Proposals to the Board of Directors • 2021 annual Long-term incentive plan and implementation of specific Performance Share plans to support the recruitment and the retention policy • Definition of the criteria for short-term (STIP) and long-term (LTIP) compensation of top managers and executive Corporate Officers (jointly with the Governance & Remunerations Committee) Reports to the Board of Directors • Review of the compensation, performance, and succession plans of Executive Committee members • 2022 Long-term incentive plan • Review of equal opportunity, gender pay equity, and diversity & inclusion policy • Review of the CSR strategy and performance and of the Group’s positioning vs. its peers 4.1.4.4 Investment Committee 3 6 80% 89% meetings in 2021 members of independent Directors* average attendance rate Composition as of December 31, 2021 The Board of Directors’ internal regulations and procedures provide that the Investment Committee must have at least three members. • Léo Apotheker Chairman Non-independent • Fred Kindle Member Independent • Anders Runevad Member Independent • Greg Spierkel Member Independent • Lip - Bu Tan Member Independent • Bruno Turchet Member since April 28, 2021 Employee Director Changes in the composition in 2021 • Chairmanship: no change. • Membership: Mrs. Xiaoyun Ma left the Committee following her appointment as a member of the Digital Committee. Mr. Bruno Turchet was appointed as a member of the Committee with effect on April 28, 2021 in replacement of Mr. Patrick Montier. * Employee Directors excluded as prescribed by the AFEP-MEDEF Corporate Governance Code.