PERNOD RICARD - 2018-2019 Universal registration document

2.

CORPORATE GOVERNANCE Compensation policy

Alexandre Ricard (Chairman&CEO) Ratio versus average compensation Ratio versus median compensation

FY19

FY16

FY17

FY18

22.39 

48.09 

33.76 

40,17 

41.58 

85.98 

56.21 

67,43 

Elements explaining the variation of the ratio as regards the compensation of the Chairman and Chief Executive Officer taken into account: FY15: Alexandre Ricard took office on 11 February 2015. His fixed — compensation consists of 7 months of fixed compensation as Deputy Chief Executive Officer and 5 months of fixed compensation as Chairman and Chief Executive Officer. His bonus, stock options and performance shares granted during this year were those determined in respect of his duties as Deputy Chief Executive Officer. FY16: first year with full compensation as Chairman and Chief — Executive Officer.

FY17: exceptional payment of €2,668,000 in consideration for the — abolition of the supplementary defined benefit pension plan (past service compensation – see 2016/17 Registration Document, page 109). FY18: payment of the FY17 bonus with an achievement rate of 131%, — whereas the bonus paid in FY17 in respect of FY16 represented 96.2%. FY19: increase in the fixed compensation and payment of the bonus — for FY18, with an achievement rate of 161%.

Components of the compensation due or granted in respect of FY19 2.8.6 toMr Alexandre RICARD, Chairman&CEO, subject to the shareholders’ approval

The law on transparency, the fight against corruption and the modernisation of economic life (known as “Sapin II”), promulgated on 9 December 2016, requires that the fixed, variable and exceptional components constituting the total compensation and benefits of all kinds paid or granted to corporate officers for the prior financial year be submitted for approval each year to the Ordinary Shareholders’ Meeting (9 th resolution submitted to the Shareholders’ Meeting of 8 November 2019 and appearing in Part 8 “Combined Shareholders’ Meeting” of this universal registration document). This vote is binding (as opposed to the advisory vote previously provided for by the AFEP-MEDEF Code).

The components of compensation paid or granted in respect of FY19 to Mr Alexandre Ricard, Chairman & CEO, were approved by the Board of Directors at its meetings of 28 August 2018, 21 November 2018 and 28 August 2019, on the recommendation of the Compensation Committee, in application of the compensation policy – namely the principles and criteria for determining, allocating and granting components of compensation – applicable to the Chairman & CEO and approved by the Shareholders’ Meeting of 21 November 2018 (10 th resolution).

Components of compensation Amounts

Remarks

Fixed compensation

€1,100,000

At its meeting held on 28 August 2018, the Board of Directors, on the — recommendation of the Compensation Committee, decided to increase Mr Alexandre Ricard’s gross annual fixed compensation to €1,100,000 for FY19 and until the end of his term. At its meeting held on 28 August 2019, the Board of Directors, on the — recommendation of the Compensation Committee and after approval of the financial elements by the Audit Committee, assessed the amount of the variable portion of Mr Alexandre Ricard’s compensation for FY19. Considering the quantitative and qualitative criteria set by the Board meeting on — 28 August 2018 and the achievements recognised as of 30 June 2019, the amount of the variable portion was assessed as follows: for the quantitative criteria, the variable portion amounted to 126.71% of — Mr Alexandre Ricard’s fixed annual compensation, versus a target of 80% and a maximum of 150%, breaking down as follows: achievement of the budgeted profit from recurring operations (target 30%, — maximum 55%): 40.55%, achievement of the budgeted Group net profit from recurring operations — (target 20%, maximum 40%): 31.16%, deleveraging (net debt/EBITDA) (target 30%, maximum 55%): 55%; —

Variable compensation

€1,745,810

67

2018-2019

PERNOD RICARD UNIVERSAL REGISTRATIONDOCUMENT