2023 Integrated Report

Shareholders and investors

Their main responsibilities are threefold:

• electing Directors (excluding Directors representing employees);
• voting on resolutions;
• conducting dialogue, exchanging ideas and participating in discussions:
  • the Investor Relations team informs them about the Group’s strategy, significant developments and results;
  • the Shareholder Relations team answers questions from the Bank’s 301,200 individual shareholders;
  • the “Cercle des actionnaires” (Shareholders’ Club) brings together some 57,700 individual shareholders who own at least 200 BNP Paribas shares;
  • in 2023, the Shareholder Liaison Committee held two meetings to discuss, among other topics, the capital structure and its evolution, the quarterly results, and the economic outlook in a complex and uncertain environment.

Shareholder equality is at the heart of our governance principles, meaning no double voting rights, no limitation on the exercise of voting rights, and no rights to increased dividends.

Board of Directors

Assisted by four specialised committees, the Board brings together the expertise of 14 Directors (see page 79). Its mission covers:

• the representation of all shareholders and the quality of shareholder relationships;
• determining the Group’s strategic orientations, on the recommendation of the Executive Management, with an objective of creating long-term value, whilst taking into account the social and environmental challenges of BNP Paribas’ activities;
• the quality of the information provided to shareholders and the markets;
• reviewing and approving the Group’s financial statements whilst ensuring their fairness;
• preventing and managing risk;
• ensuring compliance with internal control obligations;
• determining the compensation policy for the Company’s Directors, Corporate Officers and regulated employees;
• appointing the Chairman, the Chief Executive Officer and, upon proposal of the Chief Executive Officer, the Chief Operating Officers;
• conducting the periodic review of the selection, appointment and succession process of Directors and Corporate Officers.

General Management

General Management is composed of a Director and Chief Executive Officer, two Chief Operating Officers and two Deputy Chief Operating Officers. It is assisted by its Executive Committee. Meeting at least once a week, General Management:

• recommends and implements the strategy, oversees the Group’s development and manages its day-to-day activities;
• informs and reports to the Board of Directors.

The Executive Committee comprises General Management and the Heads of BNP Paribas’ main business lines and functions (see page 80).