The Annual General Meeting is called to approve the remunerations of the Company’s directors and corporate officers for 2022 (ex post vote).
The Annual General Meeting must vote every year on the remuneration granted or paid during the financial year ended to directors and corporate officers of the Company.
This “ex-post” vote covers two series of resolutions: one concerning all directors and corporate officers, i.e., for L’Oréal, the Directors, the Chairman of the Board of Directors and the Chief Executive Officer; and the other concerning only the corporate officers of the Company, i.e., for L’Oréal, the Chairman of the Board of Directors, Mr Jean-Paul Agon, and the Chief Executive Officer, Mr Nicolas Hieronimus.
Therefore, the shareholders are called, by the vote on the seventh resolution, to approve the information on the remuneration of each of the Company’s aforementioned directors and corporate officers for 2022 as required by Article L. 22-10-9, I of the French Commercial Code. This information is provided in section 2.4.2 of the 2022 Universal Registration Document.
By the vote on the eighth resolution, the shareholders are called to approve the fixed and variable components of the total remuneration and benefits of any kind paid during 2022 or allocated for that year to Mr Jean-Paul Agon, Chairman of the Company’s Board of Directors, pursuant to Article L. 22-10-34, II of the French Commercial Code. This information is provided in section 2.4.2.3 of the 2022 Universal Registration Document and is summarised in the following table (“Summary table of the components of remuneration paid in 2022 or allocated for that year to Mr Jean-Paul Agon, Chairman of the Board of Directors”).
By the vote on the ninth resolution, the shareholders are called to approve the fixed and variable components of the total remuneration and benefits of any kind paid in 2022 or allocated for that year to Mr Nicolas Hieronimus, the Company’s Chief Executive Officer, pursuant to Article L. 22-10-34, II of the French Commercial Code. This information is provided in section 2.4.2.2. of the 2022 Universal Registration Document and is summarised in the following table (“Summary table of the components of remuneration paid in 2022 or allocated for that year to Mr Nicolas Hieronimus, Chief Executive Officer”).
The Annual General Meeting is also called to approve the remuneration policy for the Company’s directors and corporate officers (ex ante vote).
In the tenth to twelfth resolutions, the Annual General Meeting is asked to approve, pursuant to the provisions of Article L. 22-10-8 of the French Commercial Code, the remuneration policies for the Company’s directors and corporate officers. These policies shall apply as from financial year 2023 until the Annual General Meeting approves a new remuneration policy.
The provisions of these remuneration policies established by the Board of Directors are set out in section 2.4.1 of the 2022 Universal Registration Document. Shareholders are called to approve separately:
Remuneration components submitted for a vote | Amounts allocated for the 2022 financial year or accounting valuation | Amounts paid in 2022 or accounting valuation | Description |
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Fixed remuneration | Fixed remunerationAmounts allocated for the 2022 financial year or accounting valuation€1,600,000 | Fixed remunerationAmounts paid in 2022 or accounting valuation At its meeting of 9 February 2022, on the recommendation of the Human Resources and Remuneration Committee, the Board of Directors kept Mr Jean‑Paul Agon’s fixed remuneration at the gross amount of €1,600,000 on an annual basis. |
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Benefits in addition to remuneration | Benefits in addition to remunerationAmounts allocated for the 2022 financial year or accounting valuation€0 | Benefits in addition to remunerationAmounts paid in 2022 or accounting valuation
● Benefits in kind Mr Jean-Paul Agon benefits from the material resources needed for the performance of his office such as, for example, the provision of a car with a driver. These arrangements, which are strictly limited to professional use, to the exclusion of all private use, are not benefits in kind. |
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Amounts allocated for the 2022 financial year or accounting valuation€2,289 |
Amounts paid in 2022 or accounting valuation ● Employee benefit scheme Mr Jean-Paul Agon benefits from the same employee benefit scheme as the senior managers of the Company. |