PERNOD RICARD - 2018-2019 Universal registration document

2. CORPORATE GOVERNANCE Financial authorisations and delegations

Specific authorisations and delegations in favour of employees 2.9.2 and/or Executive Directors

Use of existing authorisations during the financial year ended 30.06.2019 Features/terms

Date of the delegation or authorisation (resolution)

Nature of the delegation or authorisation

Expiry of the delegation or authorisation

Maximumamount authorised 1.5% of the share capital on the date of Board of Directors’ decision to allocate 1.5% of the share capital on the date of Board of Directors’ decision to allocate

Term

Performance-based shares

AGM of 06.11.2015 (22 nd )

38 months

05.01.2019

341,313 (0.13% of share capital)

Independent limit (sub-limit for Executive Directors of 0.06% of the capital, which is deducted from the limit of 1.5%) Independent limit (sub-limit for Executive Directors of 0.21% of the capital, which is deducted from the limit of 1.5%) Will be deducted from the limits set for capital increases in the 14 th and 15 th resolutions of the AGM of 09.11.2017 Will be deducted from the limits set for capital increases in the 14 th and 15 th resolutions of the AGM of 09.11.2017

Stock-options

AGM of 06.11.2015 (23 rd )

38 months

05.01.2019

109,492 (0.04% of share capital)

Shares or securities granting access to share capital, reserved for a members of employee saving plans Shares or securities granting access to share capital, reserved for a certain categories of beneficiaries

AGM of 21.11.2018 (13 th )

Expiry date of the 15 th resolution of the AGM of 09.11.2017

08.01.2020

2% of the share capital on the date of the Shareholders’ Meeting

None

AGM of 21.11.2018 (14 th )

Expiry date of the 15 th resolution of the AGM of 09.11.2017

08.01.2020

2% of the share capital on the date of the Shareholders’ Meeting, shared with the 13 th resolution of the Shareholders’ Meeting of 21.11.2018

None

Authorisations relating to the share buyback programme 2.9.3

Use of existing authorisations during the financial year ended 30.06.2019 Features/Terms

Date of authorisation (resolution)

Expiry of the authorisation

Maximumamount authorised

Type of securities

Term

Share buyback

AGM of 21.11.2018 (12 th )

18 months

20.05.2020

(10% of share capital) (1)

Maximum purchase price: €240 Maximum purchase price: €200

Share buyback

AGM of 09.11.2017 (12 th )

18 months

08.05.2019

(10% of share capital) (1)

Cancellation of treasury shares

AGM of 09.11.2017 (13 th )

26 months

08.01.2020

(10% of share capital) None

-

A summary of Company transactions carried out during FY19 as part of the share buyback programme is shown below in the paragraph on the “Share buyback programme”. (1)

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2018-2019

PERNOD RICARD UNIVERSAL REGISTRATIONDOCUMENT