PERNOD RICARD - 2018-2019 Universal registration document

2.

CORPORATE GOVERNANCE Management structure

Declaration of statutory thresholds Any individual or corporate body acquiring a shareholding greater than 0.5% of the share capital must inform the Company of the total number of shares held by registered letter, with return receipt requested, within a period of 15 days from the date on which this threshold is exceeded. This notification must be repeated, under the same conditions, each time the threshold is exceeded by an additional 0.5%, up to and including 4.5%. In the event of non-compliance with the notification obligation mentioned in the previous paragraph, shares in excess of the undeclared amount shall be stripped of their voting rights, at the request, as set forth in the minutes of the Shareholders’ Meeting, of one or more shareholders holding at least 5% of the share capital, for any

Shareholders’ Meeting held until the expiry of the period stipulated in article L. 233-14 of the French Commercial Code following the date when the notification is made.

Modification of shareholders’ 2.12.4 rights The Extraordinary Shareholders’ Meeting has the power to modify shareholders’ rights, under the conditions defined by law.

Management structure 2.13

General Management 2.13.1 On 30 June 2019, the General Management of the Group was carried out by the Chairman & CEO. He forms the permanent body for coordinating the Management of the Group. Composition of the Executive Board on 30 June 2019: Alexandre Ricard, Chairman&CEO, Executive Director; — Christian Porta, Managing Director, Global Business Development — Director; Hélène de Tissot, EVP Finance, IT and Operations; — Amanda Hamilton-Stanley, General Counsel and Compliance — Officer; and Cédric Ramat, EVP Group Human Resources, Sustainability & — Responsibility. The Executive Board prepares, examines and approves all decisions relating to the functioning of the Group and submits these decisions to the Board of Directors when the latter’s approval is required. It organises the Executive Committee’s work. The Group Communication Department and the Internal Audit Department also report directly to the Chairman & CEO. Executive Committee 2.13.2 The Executive Committee is the Management unit of the Group comprising the Executive Board and the Chairmen of the Group’s direct affiliates. The Executive Committee provides coordination between the Headquarters and its affiliates as well as between the affiliates themselves (Brand Companies and Market Companies). Under the authority of General Management, the Executive Committee ensures that Group business is carried out and that its main policies are applied.

In this capacity, the Executive Committee: examines the Group’s activity and how it varies from the development plan; — gives its opinion regarding the establishment of objectives (earnings, — debt and qualitative objectives); periodically reviews the brands’ strategies; — analyses the performance of the Group’s network of Market — Companies and Brand Companies and recommends any necessary organisational adjustments; and approves and enforces adherence to the Group’s main policies — (Human Resources, best marketing and business practices, Quality, Safety and Environment (QSE) policies, corporate responsibility, etc.). The Executive Committee meets between eight and 11 times a year. Composition of the Executive Committee on 30 June 2019: the Executive Board; and — the Chairmen of the Brand Companies: — Chivas Brothers, Jean-Christophe Coutures, Chairman & CEO, — Martell Mumm Perrier-Jouët, César Giron, Chairman & CEO, — Pernod Ricard Winemakers, Bruno Rain, Chairman & CEO, — Irish Distillers Group, Conor McQuaid, Chairman & CEO, — The Absolut Company, Anna Malmhake, Chairwoman & CEO; and — the Chairmen of the Market Companies: — Pernod Ricard North America, Paul Duffy, Chairman & CEO, — Pernod Ricard Asia, Philippe Guettat, Chairman & CEO, — Pernod Ricard Europe, Middle East, Africa and Latin America, — Gilles Bogaert, Chairman & CEO, Pernod Ricard Global Travel Retail, Mohit Lal, Chairman & CEO, — Ricard SAS and Pernod SAS, Philippe Coutin, Chairman & CEO. —

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2018-2019

PERNOD RICARD UNIVERSAL REGISTRATIONDOCUMENT