Committees of the Board of Directors

Main responsibilities of the Board of Directors’ Committees

Audit Committee

All members of the Committee have specific financial and accounting skills. The main duties of the Committee are to monitor the process of preparation of the accounting, financial and sustainability information, to ensure the statutory audit of the financial statements by the statutory auditors, to monitor the effectiveness of internal control and risk management systems, including sustainability risks,  as well as the independence of the statutory auditors.

It also prepares the work of the Board in relation to the annual budget and monitor its implementation; examine the accounting and financial impact of any material transaction or any transaction outside the strategy or a significant refinancing or an agreement that could substantially change the financial structure of the Company or the Group.

The Audit Committee meets at least 4 times a year when meetings are called by its Chair.

Nomination and Remuneration Committee

The main missions of the Committee in these two areas consist mainly in:

• making recommendations to the Board of Directors in particular for the selection of new directors, assessing the size and composition of the Board and identifying the persons with the appropriate qualities to join the Board.
• reviews the organisation of the self-assessment process of the Board of Directors and its committees
• preparing the remuneration of Chairman, Chief executive officer and Board before approval by the Board by reviewing the financial and operational objective criteria, working on arrangements to link the remuneration of employees and of senior management to the business’s performance.

The Nomination and Remuneration committee when meetings are called by its Chair.

Ethics and CSR Committee

The overall purpose of the Ethics and CSR Committee is to assist the Board of Directors in monitoring social, environmental and societal responsibility (CSR) and ethical issues, so that Getlink can best anticipate the Group’s material sustainability issues and the associated impacts, risks and opportunities (IRO) ; In particular, its ensures that CSR issues are taken into account when defining Getlink’s strategy.

The Committee reviews the Group’s consolidated annual sustainability information published by Getlink; it is informed of the main aspects of the sustainability reporting process and of the certification of the information by the sustainability auditors monitored by the Audit Committee.

In terms of environmental issues, this committee is responsible for regularly reviewing the Company’s and the Group’s environmental performance and ensuring that the Group takes appropriate measures to protect the environment and promote climate action.

In its ethical dimension, the committee ensures the steering of the ethical system particularly in the area of anti-corruption,

The Ethics and CSR Committee meets at least once every six months, convened by its Chairperson.

Safety and Security Committee

This Safety abd Security Committee (“SSC”) is tasked with monitoring safety and security issues within each sector of activity of the Group and notablythe monitoring of individual and collective safety and performance indicators for the corresponding action plans as well as workplace accident indicators and all questions relating to rail safety for Eurotunnel and Europorte and to the ElecLink project.its ensures the monitoring of the effectiveness of the systems in place in terms of safety, organisation, policies and procedures in force as well as the main risks in relation to its prerogatives in coordination, as appropriate, with the Audit Committee and the Ethics and CSR Committee.

The SSC meets , convened by its chairperson, as necessary and at least twice a year.