CORPORATE GOVERNANCE FRANÇOIS HENROT (68 years old) PROFESSIONAL ADDRESS: NUMBER OF REXEL SHARES HELD: Rothschild & Cie 7,133 23 bis avenue de Messine 75008 Paris – France EXPERIENCE AND EXPERTISE TERM OF OFFICE Senior Independent Director, First appointment Current term of office: Deputy Chairman of the Board October 30, 2013 (as member From May 23, 2017 unti l the of Directors, Member of the of the Supervisory Board) Shareholders’ Meeting deciding on Nomination Committee and Member May 22, 2014 (as Director) the accounts for the financial year of the Compensation Committee ending December 31, 2020 François Henrot has served on the Board of Directors of Rexel as TITLES AND OTHER DUTIES EXERCISED IN FRENCH AND FOREIGN Senior Independent Director referent COMPANIES DURING THE LAST FIVE FINANCIAL YEARS and Deputy Chairman of the Board 3 since May 22, 2014. He served as Titles and duties within Titles and duties outside interim Chairman of the Board of the Rexel Group: the Rexel Group: Directors between July 1, 2016, and October 1, 2016. He was previously Current: Current: a member of the Supervisory In France In France Board of Rexel further to his co- • Senior Independent Director •Chairman of the investment option by the Supervisory Board on of Rexel bank of the Rothschild Group October 30, 2013, to replace Manfred • Deputy Chairman of the Board (France – unlisted company) Kindle. The ratification of François of Directors •Managing partner of Rothschild & Henrot’s co-option as member of the • Member of Rexel’s Nomination Cie (France – unlisted company) Supervisory Board was approved Committee •Member of the Supervisory board by the Shareholders’ Meeting of • Member of Rexel’s Compensation of Paris Orléans SA May 22, 2014. The renewal of his term Committee (holding of the Rothschild Group) of office has been approved by the (France – listed company) Shareholders’ Meeting of May 23, Abroad 2017. – Abroad Over the last five financial years: •Member of the Supervisory Board François Henrot is a French citizen. of Yam Invest NV (The Netherlands François Henrot has been Managing In France – unlisted company) Partner of Rothschild & Cie since • Member of Rexel’s Strategic •Chairman of the Board of Directors 1998 and he serves as Chairman Investment Committee of Cobepa (Belgium – unlisted of the investment bank of the • Chairman of the Board of Directors company) Rothschild Group. He started his of Rexel from July 1, 2016 to Over the last five financial years: career in 1974 at the French Council September 30, 2016 of State. In 1979, he became Director • Member of Rexel’s Supervisory In France of France’s Telecommunications Board •Managing partner of Department. In 1985, he joined • Chairman of Rexel’s Nomination Rothschild & Cie Banque the Compagnie Bancaire where Committee (France – unlisted company) he became COO and Chairman • Member of Rexel’s Compensation •Director of 3 Suisses of the Management Board. He was Committee (France – unlisted company) a Management Board Member at • Member of Rexel’s Strategic •Member of the Supervisory Board Compagnie Financière de Paribas Committee of Vallourec from 1995 to 1998 before joining • Chairman of Rexel’s Nomination (France – listed company) Rothschild. François Henrot is and Compensation Committee •Observer (censeur) of the a director of Paris-Orléans SA • Member of Rexel’s Audit and Risk Supervisory Board of Vallourec (the holding company of the Committee (listed company) Rothschild Group), Yam Invest NV Abroad Abroad and Cobepa, which he presides. – – François Henrot is a graduate of the École Nationale d’Administration (ENA) and of the University of Stanford. REXEL 2017 – REGISTRATION DOCUMENT 59