2022 Universal Registration Document

8.1. Draft resolutions and Report of the Board of Directors to the Ordinary and Extraordinary General Meeting to be held on Friday 21 April 2023

Chapter 8 : Annual General Meeting

8.1. Draft resolutions and Report of the Board of Directors to the Ordinary and Extraordinary General Meeting to be held on Friday 21 April 2023

8.1. Draft resolutions and Report of the Board of Directors to the Ordinary and Extraordinary General Meeting to be held on Friday 21 April 2023

Agenda

Ordinary part
  • 1. Approval of the 2022 parent company financial statements
  • 2. Approval of the 2022 consolidated financial statements
  • 3. Allocation of the Company’s net profit for 2022 and setting of the dividend
  • 4. Renewal of the term of office of Ms Sophie Bellon as Director
  • 5. Renewal of the term of office of Ms Fabienne Dulac as Director
  • 6. Establishment of the total maximum amount allotted to directors as remuneration for their office
  • 7. Approval of the information on the remuneration of each of the directors and corporate officers required by Article L. 22-10-9, I of the French Commercial Code
  • 8. Approval of the fixed and variable components of the total remuneration and benefits of any kind paid during financial year 2022 or allocated for that year to Mr Jean-Paul Agon, in his capacity as Chairman of the Board of Directors
  • 9. Approval of the fixed and variable components of the total remuneration and benefits of any kind paid during financial year 2022 or allocated for that year to Mr Nicolas Hieronimus, in his capacity as Chief Executive Officer
  • 10. Approval of the remuneration policy for Directors
  • 11. Approval of the remuneration policy for the Chairman of the Board of Directors
  • 12. Approval of the remuneration policy for the Chief Executive Officer
  • 13. Authorisation for the Company to buy back its own shares
Extraordinary part
  • 14. Delegation of authority granted to the Board of Directors for the purpose of increasing the share capital by issuing ordinary shares, with preferential subscription rights for shareholders
  • 15. Delegation of authority granted to the Board of Directors for the purpose of increasing the share capital by capitalising premiums, reserves, profits or other amounts
  • 16. Delegation of authority granted to the Board of Directors for the purpose of increasing the share capital in order to remunerate the contributions in kind given to the Company in the form of equity securities or securities giving access to the share capital of third party companies
  • 17. Delegation of authority granted to the Board of Directors for the purpose of carrying out a capital increase reserved for employees with cancellation of the shareholders’ preferential subscription rights
  • 18. Delegation of authority granted to the Board of Directors for the purpose of carrying out a capital increase reserved for categories of beneficiaries consisting of employees of foreign subsidiaries, with cancellation of preferential subscription rights, within the framework of an employee share ownership plan
  • 19. Approval of the proposed partial contribution of assets subject to the demerger regime granted by the Company to its L’Oréal France subsidiary, of the complete and autonomous branches of Affaires Marché France and Domaines d’Excellence business activities, as well as all shares comprising the capital of Luxury of Retail
  • 20. Approval of the proposed partial contribution of assets subject to the demerger regime granted by the Company to its L’Oréal International Distribution subsidiary, of the complete and autonomous branch of the L’Oréal International Distribution business activity
  • 21. Powers for formalities