Board committees

Members

The members of the Audit and Risk Committee are: Karyn Ovelmen, Patricia Barbizet, Karel de Gucht and Etienne Schneider, all of whom are independent under the Company’s corporate governance guidelines, the New York Stock Exchange (NYSE) standards and the 10 Principles of Corporate Governance of the Luxembourg Stock Exchange. The Chairman of the Audit and Risk Committee is Mrs Patricia Barbizet.

Rules

The Audit and Risk Committee makes decisions by a simple majority with no member having a casting vote.

Mission

The primary function of the Audit and Risk Committee is to assist the Board in fulfilling its oversight responsibilities by reviewing:

• the integrity of the financial reports and other financial information provided by the Company to any governmental body or the public.

• the Company’s compliance with legal and regulatory requirements.

• the registered public accounting firm’s (Independent Auditor) qualifications and independence.

• the Company’s system of internal control regarding finance, accounting, legal compliance, ethics, and risk management that management and the board have established.

• the Company’s auditing, accounting, and financial reporting processes generally.

• the identification and management of risks to which the ArcelorMittal Group is exposed.

• overseeing cybersecurity risk, information security, and technology risk, as well as management’s actions to identify, assess, mitigate, and remediate material issues.

The Audit & Risk Committee receives regular quarterly reports from the Chief Information Security Officer and the Chief Cybersecurity Risk Officer on the Company’s cybersecurity risk profile and enterprise cybersecurity program and meets with the Chief Information Security Officer at least quarterly.

The Audit & Risk Committee annually reviews and recommends the Company’s information security policy and information security program to the ArcelorMittal Board of Directors (the “Board”) for approval. At least annually, the Board reviews and discusses the Company’s technology strategy with the Chief Information Officer and approves the Company’s technology strategic plan.

It also examines the yearly, half-yearly and quarterly financial statements for the parent company and the group, and comments on accounting principles and rules and on the valuation, rules used by the Company when compiling these financial statements.

Operating procedures

The ARC is composed of four independent directors, appointed directly by the Board of Directors. The ARC’s meetings are convened by its Chairman at least four times a year. It can also meet at the request of at least two of its members.

As part of its role to foster open communication, the ARC meets at least annually with management, the head of the internal audit department and the Company’s independent accountants in separate executive sessions to discuss any matters that the ARC or each of these persons believe should be discussed privately.

Members

The Appointment Remuneration and Corporate Governance Committee comprises three members, all of whom are independent.

The members are appointed by the Board of Directors.

The current members of the Appointment Remuneration and Corporate Governance Committee are: Karyn Ovelmen, Etienne Schneider and Clarissa Lins, all of whom are independent under the Company’s corporate governance guidelines, the NYSE standards and the 10 Principles of Corporate Governance of the Luxembourg Stock Exchange. The Chairman of the Appointment Remuneration & Corporate Governance Committee is Mrs Ovelmen, who is also the Board’s lead independent director.

Rules

The Appointment, Remuneration and Corporate Governance Committee makes decisions by a simple majority with no member having a casting vote.

Mission

The primary function of the Appointments Remuneration and Corporate Governance Committee is to assist the Board of Directors and:

• Review and approve corporate goals and objectives relevant to the executive officers and senior management’s compensation and evaluate performance considering these goals.

• Make recommendations to the Board with respect to trends in Board remuneration, incentive compensation plans and equity-based incentive plans.

• Identify candidates qualified to serve as members of the Board and the executive officers.

• Recommend candidates to the Board for appointment by the general meeting of shareholders or for appointment by the board to fulfill interim vacancies at the Board.

• Develop, monitor, and review corporate governance principles applicable to the Company.

• Facilitate the evaluation of the Board.

• Review the succession planning and the executive development programme for the members of the executive officers.

• Review relevant Policies and Procedures relating to Compliance and Corporate Governance.

• Report conclusions to the board and make recommendations for approval.

• Review employee surveys.

• Reviewing the analysis of proxy advisory firms in the context of corporate governance compensation.

Operating procedures

Its members have relevant expertise or experience relating to the objective of the ARCGC. The Chairman of the ARCGC makes a verbal report of the ARCGC’s decisions and findings to the Board after each ARCGC meeting.

The ARC is composed of at least three independent directors, appointed directly by the Board of Directors. The ARC’s meetings are convened by its Chairman at least four times a year. It can also meet at the request of at least two of its members.

Members

The Sustainability Committee comprises three members, of whom two are independent.

The members are appointed by the Board of Directors.

The current members of the Sustainability Committee are Clarissa Lins, Etienne Schneider and Michel Wurth. Mrs Lins is a independent under the Company’s corporate governance guidelines, the NYSE standards and the 10 Principles of Corporate Governance of the Luxembourg Stock Exchange. The Chairman of the Sustainability Committee is Mrs Lins.

Rules

The Sustainability Committee makes decision by simple majority with no member having a casting vote.

Mission

The primary function of the Sustainability Committee is to assist the Board of Directors on the following areas:

• Review Group level frameworks, policies, standards, and guidelines in sustainability matters.

• Review the Company`s sustainable development plan and associated management systems and ensure the Group is well positioned to meet the evolving expectations of stakeholders, including investors, customers, regulators, employees, and communities.

• Review the effectiveness of the process for assessing and managing catastrophic risks.

• Coordinate the SC’s risk management work with the Audit and Risk Committee, in relation to reporting to the Board.

• Review the findings of important climate action report and the management response.

• Support and provide guidance to management in developing and updating policies and procedures relating to employee health & safety, environment, climate change and community relations.

• Monitor any current, pending or threatened legal actions with respect to safety, climate change, environment, and community relations.

• Produce a report on sustainable development plan to be included in ArcelorMittal`s Annual Report.

• Review and recommend to the Board on the adequacy of the reporting on sustainability opportunities, risks and issues in the Annual Report, Sustainability Report, and other relevant public documents.

• Make recommendations to the Board with respect to trends in results and programs in all covered areas.

• Ensure that the SC Chair (or in his or her absence, an alternative member) of the SC attends the Company’s Annual General Meeting to answer questions concerning sustainability and their development and/or implementation.

• Oversee any investigation and/or undertake any thorough analysis which is within its scope.

Operating procedures

The members have relevant expertise or experience relating to the objective of the Sustainability Committee.

The responsible senior managers pertaining to their respective areas of responsibility - health and safety, environment, climate change, for community relations- are permanent invitees to the meetings of the SC.

The Chairman of the SC makes a verbal report of the SC’s decisions and findings to the Board of Directors after each SC meeting.