CORPORATE GOVERNANCE REPORT 5Compensation and benefits of executive corporate officers 5.2 Compensation and benefits of executive corporate officers 5.2.1 Compensation of Supervisory Board The fiscal year 2018 utilization of the annual total of €700,000 is members expected not to exceed €688,000 maximum, taking into account the nine-member size of the Supervisory Board at the end of the General Meeting of April 18, 2017: 5.2.1.1 Compensation policy for Supervisory > €132,000 to be distributed among the relevant Board members Board members for service as Chairman of the Supervisory Board, Vice Chairman This section is subject to the approval of the Ordinary General of the Supervisory Board, Chairman of the Audit Committee, Meeting of April 24, 2018. Such approval is sought in the context of Chairman of the Investment Committee, Chairman of the specific resolutions (resolution 12 in the case of the compensation Nomination and Compensation Committee or Chairman of the policy for members of the Supervisory Board). Sustainable Development Committee, i.e., €22,000, for the fixed portion, per office as Chairman or Vice Chairman; The remuneration of members of the Supervisory Board consists only > €332,000, to be distributed among the Board members for service of directors’ fees paid by Klépierre, the maximum amount of which as Supervisory Board members, of which: is voted on by the General Meeting and the distribution of which is decided upon by the Supervisory Board. — €108,000, for the fixed portion, distributed among the Board In compliance with the AFEP-MEDEF Code, the distribution rules for members, directors’ fees include a fixed portion and a variable portion, which — €224,000, for the variable portion, based on the actual is the major portion, calculated based on actual attendance at the attendance of members at Board meetings; meetings. > €224,000, to be distributed among the relevant Board members for In accordance with Article 17, paragraph 1 of the Company’s bylaws, service as members of one or more Committees, for the variable the General Meeting sets the total amount of the directors’ fees portion, based on the actual attendance of members at meetings allocated to the Supervisory Board members for their work during of the Committees to which they were appointed. the fiscal year. This total amount set by the Ordinary and Extraordinary General Meeting of April 19, 2016 was €700,000. This amount will 5.2.1.2 Compensation of Supervisory be maintained for subsequent fiscal years until a General Meeting’s Board members decision to the contrary. Directors’ fee payments are made annually and occur after The total amount of directors’ fees for fiscal year 2017 was €688,000 determining the variable portion due to each Supervisory Board (including €448,000 for the variable portion). member. In accordance with the compensation policy for Supervisory Board Supervisory Board members can also be reimbursed for all reasonable members described above, the total amount of directors’ fees paid costs and expenses arising from the exercise of their duties, subject for fiscal year 2017 was €665,989. to providing the supporting documentation required. 240 KLÉPIERRE 2017 REGISTRATION DOCUMENT