PERNOD RICARD - 2018-2019 Universal registration document

2.

CORPORATE GOVERNANCE Report of the Board of Directors on corporate governance

This section presents the report of the Board of Directors on corporate governance as required by article L. 225-37 of the French Commercial Code. It describes, in the context of the preparation of the financial statements for FY19, the conditions governing the preparation and organisation of the work performed by the Board of Directors and its Committees, the powers entrusted to the Chairman & CEO, the principles and rules used to determine compensation and other benefits granted to the corporate officers, the components of the compensation due or granted to the corporate officers, the compensation policy applicable to the Chairman & CEO, in accordance with article L. 225-37-2 of the French Commercial Code, as well as other information pursuant to articles L. 225-37 et seq. of the French Commercial Code. This report was prepared on the basis of the work carried out by several different departments of the Company, in particular the Legal Department and the Human Resources Department. This report was approved by the Board of Directors on 28 August 2019, following the examination by the Board’s Committees of each section relating to their area of competence and was shared with the Statutory Auditors.

Report of the Board of Directors on corporate governance Composition of the Board of Directors 2.1 on 30 June 2019

M. IAN GALLIENNE

MS PATRICIA BARBIZET

MS KORY SORENSON

M. CÉSAR GIRON

M. PAUL-CHARLES RICARD

Lead Independent Director

Independent Director

Independent Director

Director

Permanentrepresentative ofSociétéPaulRicard, Director

MS MARIA JESUS CARRASCO LOPEZ

M. GILLES SAMYN

Independent Director

Director representing the employees

MS MARTINA GONZALEZ-GALLARZA

M. HERVÉ JOUANNO

Representative of the Social and Economic Committee (non Director)

Director

M. STÉPHANE EMERY

MS ANNE LANGE

Director representing the employees

Independent Director

M. WOLFGANG COLBERG

MS VERONICA VARGAS

Independent Director

Director

M. PIERRE PRINGUET

M. ALEXANDRE RICARD

MS NICOLE BOUTON

Independent Director

Chairman and Chief Executive O cer

Vice-Chairman of theBoardofDirectors

STRATEGIC COMMITTEE AUDIT COMMITTEE

NOMINATIONS, GOVERNANCE AND CSR COMMITTEE COMPENSATION COMMITTEE

32

2018-2019

PERNOD RICARD UNIVERSAL REGISTRATIONDOCUMENT