L'Oréal - 2018 Registration Document

Stock Market Information Share capital INFORMATION CONCERNING THE SHARE CAPITAL

Authorisations proposed to the Annual General Meeting of 18 April 2019

Authorisations in force

Date of the Annual General Meeting (Resolution No.)

Length (date of expiry)

Use of the authorisation in 2018

Resolution No.

Maximum authorised amount

Length Maximum calling

Share capital increases Capital increase through the issue of shares with maintenance of preferential subscription rights Capital increase via the capitalisation of share premiums, reserves, profits or other amounts Capital increase reserved for L'Oréal employees savings plan (PEE)

26 months (19 June 2019) 26 months (19 June 2019) 26 months (16 June 2020)

Increase the share capital to €157,319,607 (1)

None

9

26 months (17 June 2021) 26 months (17 June 2021) 26 months (17 June 2021)

Increase the share capital to €156,911,062.56 (1)

20 April 2017 (11 th ) 20 April 2017 (12 th ) 17 April 2018 (16 th )

Increase the share capital to €157,319,607 (2)

None

10

Increase the share capital to €156,911,062.56 (1)

1% of share capital at the date of the Annual General Meeting ( i.e . a maximum of 5,617,997 shares at 17 April 2018) (3) 1% of share capital at the date of the Annual General Meeting ( i.e . a maximum of 5,617,997 shares at 17 April 2018) (6) 2% of the share capital on the date of the decision to increase the capital (i.e., as an indication, 11,210,381 shares at 31 December 2017) (2) 10% of share capital on the date of the buybacks (i.e., as an indication, 56,051,908 shares at 31 December 2017) 10% of share capital on the date of cancellation per 24-month period (i.e. as an indication, 56,051,908 shares at 31 December 2017)

233,076 (3) 12

1% of share capital on the date of the Annual General Meeting ( i.e ., as an indication, 5,603,966 shares at 31 December 2018 )(5) 1% of share capital on the date of the Annual General Meeting ( i.e ., as an indication, 5,603,966 shares at 31 December 2018) (2) 2% of the share capital on the date of the decision to increase the capital

18 months (16 October 2019)

Capital increase reserved for employees of foreign subsidiaries

17 April 2018 (17 th )

229,063 (4) 13

18 months (17 October 2020)

Share capital increase in order to remunerate the contributions in kind of equity securities or securities giving access to the share capital of third party companies.

None

11

26 months (17 June 2021)

26 months (16 June 2020)

17 April 2018 (14 th )

( i.e ., as an indication, 11,207,933 shares at 31 December 2018) (2)

Buyback by the Company of its own shares Buyback by the Company of its own shares 17 April

2,497,814 (5) 8

18 months (17 October 2020)

18 months (16 October 2019)

10% of share capital on the date of the buybacks ( i.e ., as an indication, 56,039,665 shares at 31 December 2018)

6

2018 (12 th )

Reduction in the share capital via cancellation of shares Cancellation of shares purchased by the Company within the scope of 17 April 2018 (13 th ) 26 months (16 June 2020)

2,497,814

Article L. 225-209 of the French Commercial Code

26 months (16 June 2020)

Cancellation of shares purchased by the Company within the scope of Article L. 225-208 of the French Commercial Code Free grants of shares Grant of existing free shares or shares to be issued to the employees

17 April 2018 (13 th )

771,125 shares

None

26 months (20 August 2020)

0.6% of the share capital on the grant decision date (i.e., as an indication, 3,363,114 shares at 31 December 2017)

931,000 (6)

17 April 2018 (15 th )

Total ceiling on capital increases, for all authorisations. It corresponds to maximum increases of 40% of the capital. (1) The cumulative amount of the increases in share capital that may be carried out pursuant to the 12 th and 13 th resolutions submitted for a vote of the Annual General Meeting (2) on 18 April 2019 may not exceed the maximum amount of 1% of the share capital which constitutes a ceiling which applies jointly to resolutions 16 and 17 adopted by the Annual General Meeting of 17 April 2018. These new shares resulted in increasing the capital by €46,615.20 and the recognition of additional paid-in capital in the amount of €32,687,839.28. The capital increase (3) arising from bonus share grants was completed by deduction of an amount of €6,339.40 from “Other Reserves”. These new shares resulted in increasing the capital by €45,812,60 and the recognition of additional paid-in capital in the amount of €37,462,626,88. The capital increase (4) arising from bonus share grants was completed by deduction from “Other reserves”. The capital increase arising from bonus share grants was completed by deduction from “Other reserves” for €0.40. It should be noted that the buyback transactions in April and May 2018 were completed under the authorisation granted by the Annual General Meeting of 20 April 2017, (5) which expired on 20 October 2018. It should be noted that the conditional grant of shares approved by the Board of Directors at its meeting of 17 April 2018 was made pursuant to the authorisation given by the (6) General Meeting of 20 April 2016, which expires on 20 June 2018.

REGISTRATION DOCUMENT / L'ORÉAL 2018

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