Orano - Annual Activity Report 2025 285 GOVERNANCE OF THE COMPANY AND GENERAL INFORMATION 5 Administration and management of the Company At management committees level: the percentage of women on the management committees in France was 33.6% in 2025 (compared to 32.45% in 2024). The objective of 30% women on management committees having been achieved, this now needs to be consolidated and increased in the coming years consistent with the Rixain law. In accordance with the provisions of Article L. 1142-11 of the French Labor Code, since 2022 Orano has published annually on the group’s website any gaps in representation between women and men among senior executives within the meaning of Article L. 3111-2 of the same code, on the one hand, and members of the governing bodies defined in Article L. 23-12-1 of the French Commercial Code, on the other hand. For the record, the Rixain law sets targets of 30% for women by March 2026 and 40% by March 2029 for each of these two indicators. To achieve its gender diversity objectives, in 2017 the group launched a career development program for certain employees identified as having potential (“Confirmed Talented Women”). In 2019, a second program, ”Young Talented Women at the Beginning of their Career”, was set up to support women with emerging potential at the beginning of their career. In addition, women identified as “Executive Potential” benefit from a specific development program that is not, however, exclusively reserved for women. Since the launch of these initiatives, 319 women have been supported. Among them, participants in the “Women Emerging Talents” program benefit from mentoring provided by members of the management committees of the Business Units. Thus, 128 women have been mentored since the implementation of this system. At the level of the Boards of directors of its subsidiaries: In accordance with the provisions of Article L. 225-18-1 of the French Commercial Code, in public limited companies that employ more than 250 employees and have a net revenue or total balance sheet of at least 50 million euros, the proportion of directors of each gender may not be less than 40% or, where the Board of directors is composed of no more than eight members, the difference between the number of directors of each gender may not exceed two. This is the case within the group. Thus, at end-2025, the Board of directors of Orano DS, the only group subsidiary covered by this legal provision, was composed of eight members (excluding directors representing employees) including three women. In addition, French Order No. 2024-934 of October 15, 2024 on improving the gender balance among company directors transposed Directive (EU) 2022/2381 of the European Parliament and of the Council of November 23, 2022 (known as the Women on Boards Directive). From 2027, Orano DS will have to comply with the new provisions imposing in particular a balanced representation of men and women, including among directors representing employees. In addition to governing bodies, the group is pursuing its efforts to guarantee equal treatment for women and men, throughout their careers, and thus empower more women to hold senior positions all along the management line. This implementation is structured around five major axes: more women in recruitment pools and work-study programs, recruitment, career development, the compensation policy and governance bodies. For more details on the gender equality and diversity policy, see Chapter 4, Section 4.3.1.6. 5.1.1.7 Terms of office of directors and staggered renewal of the Board Article 14.2 of the Company’s Articles of Association provides that the term of office of the members of the Board of directors is four years. To ensure better continuity in the work of the Board and its committees, and in accordance with the provisions of the Afep-Medef Code (Article 15.2), which recommends the staggered renewal of the terms of office of directors, in 2020 the Board of directors introduced the renewal of some of its members every two years (excluding directors representing employees, representatives of the French State and the Chief Executive Officer). To date, the terms of office of the Board are due to expire partly at the close of the General Meeting to be held in 2026 called to approve the financial statements for the financial year ended December 31, 2025 and partly at the close of the General Meeting to be held in 2028 called to approve the financial statements for the financial year ending December 31, 2027. Pursuant to Article 14 of the Company’s Articles of Association and the legal provisions and regulations in effect, the terms of office of the members of the Board of directors representing employees will end either (i) upon expiry of their four-year terms of office, due at the close of the Ordinary General Meeting convened to rule upon the financial statements for the financial year ended and held during the year of expiry of said terms of office, or (ii) in the event of termination of the employment contract, or (iii) on the date of their resignation from their mandate, or (iv) on the date of their revocation in accordance with the conditions set out in the Articles of Association and the statutory and regulatory provisions in force on the date of revocation, or (v) in the event of a conflict as described in Article L. 225-30 of the French Commercial Code. Furthermore, if the Company is no longer subject to the obligation set out in Article L. 225-27-1 of the French Commercial Code, the terms of office of the directors representing employees will end, by virtue of this article, at the close of the meeting during which the Board of directors will have acknowledged the removal of this obligation.
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