Universal Registration Document 2019

161 LISI 2019 UNIVERSAL REGISTRATION DOCUMENT Shareholders’ General Meeting 7 In addition, the Shareholders’ General Meeting acknowledges that it has been apprised that the dividend payouts per share for the last three years were as follows: Financial year Dividend paid eligible for the 40% rebate December 31, 2016 €0.45 December 31, 2017 €0.48 December 31, 2018 €0.44 Sixth resolution – Opinion on the compensation allocated to the Chairman of the Board of Directors in respect of the financial year ended December 31, 2019 The Shareholders’ General Meeting, in accordance with the provisions of Article L.225‑100 II of the French Commercial Code, approves the compensation for the role of Director allocated to Gilles Kohler in his capacity as Chairman of the Board of Directors, as described in the corporate governance report prepared by the Board of Directors in respect of the financial year ended December 31, 2019. Seventh resolution – Opinion on the compensation allocated to the Deputy CEO in respect of the financial year ended December 31, 2019 The Shareholders’ General Meeting, pursuant to the provisions of Article L225‑100 II of the French Commercial Code, approves the fixed, variable and long-term components comprising the total compensation and benefits in kind paid and allocated to Emmanuel Viellard in his capacity as CEO, as described in the corporate governance report prepared by the Board of Directors in respect of the financial year ended December 31, 2019. Eighth resolution – Opinion on the compensation allocated to the Deputy CEO in respect of the financial year ended December 31, 2019 The Shareholders’ General Meeting, pursuant to the provisions of Article L 225‑100 II of the French Commercial Code, approves the fixed, variable and long-term components comprising the total compensation and benefits in kind paid and allocated to Jean-Philippe Kohler in his capacity as Deputy CEO, as described in the corporate governance report prepared by the Board of Directors in respect of the financial year ended December 31, 2019. Ninth resolution – Approval of the principles and criteria for the determination, breakdown and allocation of the components of the compensation of the Chairman of the Board of Directors in respect of the financial year 2020 The Shareholders’ General Meeting, in accordance with the provisions of Article L.225‑37‑2 of the French Commercial Code, approves the principles and criteria for the allocation of compensation for the role of Director paid and allocated to Gilles Kohler in his capacity as Chairman of the Board of Directors, as described in the corporate governance report prepared by the Board of Directors. Tenth resolution – Approval of the principles and criteria for the determination, breakdown and allocation of the components of the compensation of the CEO in respect of the financial year 2020 The Shareholders’ General Meeting, pursuant to the provisions of Article L225‑37‑2 of the French Commercial Code, approves the principles and criteria for the determination, breakdown and allocation of the fixed, variable and long-termcomponents comprising the total compensation and benefits in kind paid and allocated to Emmanuel Viellard in his capacity as CEO, as described in the corporate governance report prepared by the Board of Directors. Eleventh resolution – Approval of the principles and criteria for the determination, breakdown and allocation of the components of the compensation of the Deputy CEO in respect of the financial year 2020 The Shareholders’ General Meeting, pursuant to the provisions of Article L225‑37‑2 of the French Commercial Code, approves the principles and criteria for the determination, breakdown and allocation of the fixed, variable and long-termcomponents comprising the total compensation and benefits in kind paid and allocated to Jean-Philippe Kohler in his capacity as Deputy CEO, as described in the report appended to the corporate governance report prepared by the Board of Directors. Twelfth resolution – Approval of the principles and criteria for the determination, breakdown and allocation of the compensation of the Directors in respect of the financial year 2020 The Shareholders’ General Meeting, in accordance with the provisions of Article L225‑37‑2 of the French Commercial Code, approves theprinciplesandcriteria for thedetermination, breakdown and allocation of compensation for the Directors not covered by the previous resolutions, as described in the corporate governance report prepared by the Board of Directors. Thirteenth resolution – Share buyback program Having listened to the reading of the Board of Directors’ report and reviewed the data contained in the program description, the Shareholders’ General Meeting: ■ cancels the purchase authorization given on April 26, 2019; ■ gives its authorization, in accordancewith Articles L225‑209 et seq. of the French Commercial Code, to the Board of Directors, to proceed, by whatever means it deems appropriate, to buy back its own shares, representing up to 10% of the Company’s capital stock, corresponding to 5,411,432 shares, except for the acquisition of shares meant to be retained and the delivery of shares to be used as consideration or payment for external growth operations whose total will be limited to 5% of the capital stock or 2,705,716 shares,