How is the employee shareholder representative appointed?

There are two ways in which a candidate can be nominated for election as the employee shareholder representative:

• Direct nomination process: Any employee shareholder who directly owns AXA shares freely granted and registered in nominative form or holds AXA shares directly through a Group employee savings plan, or holds SharePlan FCPE fund units with direct voting rights can become a candidate through the direct nomination process. These employee shareholders are invited to designate, through a vote, candidates to be appointed as employee shareholder representative.
• Indirect nomination process: Any member of the supervisory board of a SharePlan FCPE fund with indirect voting rights can become a candidate through the indirect nomination process. Candidates to the position of employee shareholder representative are designated by the supervisory boards of the SharePlan FCPE funds with indirect voting rights.
  The list of candidates that emerges from the selection processes described above is submitted to a vote during the Shareholders' Meeting called to appoint the member of the Board of Directors representing AXA's employee shareholders. In connection with the last election of the employee shareholder representative in 2020, seven candidates were proposed to the vote of the Shareholders' Meeting.

At the end of the voting process, only one candidate shall hold the position of employee shareholder representative. During the Shareholders' Meeting of June 30, 2020, the AXA shareholders appointed Mrs. Helen Browne, currently Group General Counsel, as employee shareholder representative on the AXA Board of Directors.

What is the role of the employee shareholder representative to AXA's Board of Directors?

The employee shareholder representative is a member of the Board of Directors, the corporate body that determines the orientations of the Company's activities and ensures their implementation. The employee shareholder representative has the same rights and duties as the other members of the Board. He/she has a duty of diligence as well as a duty to preserve the confidentiality of the information concerning the Group which is communicated to him/her in connection with his/her position on the Board. As every member of the Board of Directors, the employee shareholder representative is required to consider and represent the interests of all the Company's shareholders and to act accordingly in performing his or her duties.