| non-inclus | Authorisations in force | Authorisations proposed to the Annual General Meeting of 23 April 2024 | ||||||
|---|---|---|---|---|---|---|---|---|
| non-inclus | Date of the Annual General Meeting (resolution number) | Duration (date of expiry) | Maximum authorised amount | Use of the authorisation in 2023 | Resolution No. | Duration | Maximum ceiling | |
| Share capital increases | non-inclus | |||||||
| Capital increase through the issue of shares with maintenance of preferential subscription rights | 21 April 2023 (14th) | 26 months (20 June 2025) | Increase the share capital to €149,852,237.36(1)Total ceiling on capital increases, for all authorisations combined. It corresponds to maximum increases of 40% of the capital. | None | non-inclus | |||
| Capital increase via the capitalisation of premiums, reserves, profits or other amounts | 21 April 2023 (15th) | 26 months (20 June 2025) | Increase the share capital to €149,852,237.36(1)Total ceiling on capital increases, for all authorisations combined. It corresponds to maximum increases of 40% of the capital. | None | non-inclus | |||
| Capital increase reserved for L’Oréal employees participating in the Company Savings Plan (PEE) | 21 April 2023 (17th) | 26 months (20 June 2025) | 1% of the share capital on the date of the Annual General Meeting (i.e. as an indication, 5,351,866 shares at 31 December 2022)(2)The cumulative amount of increases in share capital that may be carried out pursuant to the 20th and 21st resolutions submitted for a vote of the Annual General Meeting on 23 April 2024 may not exceed the total amount of 1% of the share capital, which constitutes a ceiling that applies jointly to these two resolutions, a ceiling that was also common to the 17th and 18th resolutions adopted by the Annual General Meeting of 21 April 2023. | 29,377 | 20 | 26 months (20 June 2026) | 1% of the share capital on the date of the Annual General Meeting (i.e. as an indication, 5,347,254 shares at 31 December 2023)(2)The cumulative amount of increases in share capital that may be carried out pursuant to the 20th and 21st resolutions submitted for a vote of the Annual General Meeting on 23 April 2024 may not exceed the total amount of 1% of the share capital, which constitutes a ceiling that applies jointly to these two resolutions, a ceiling that was also common to the 17th and 18th resolutions adopted by the Annual General Meeting of 21 April 2023. | |
| Capital increase reserved for employees of foreign subsidiaries | 21 April 2023 (18th) | 18 months (20 October 2024) | 1% of the share capital on the date of the Annual General Meeting (i.e. as an indication, 5,351,866 shares at 31 December 2022)(2)The cumulative amount of increases in share capital that may be carried out pursuant to the 20th and 21st resolutions submitted for a vote of the Annual General Meeting on 23 April 2024 may not exceed the total amount of 1% of the share capital, which constitutes a ceiling that applies jointly to these two resolutions, a ceiling that was also common to the 17th and 18th resolutions adopted by the Annual General Meeting of 21 April 2023. | 4,643 | 21 | 18 months (20 October 2025) | 1% of the share capital on the date of the Annual General Meeting (i.e. as an indication, 5,347,254 shares at 31 December 2023)(2)The cumulative amount of increases in share capital that may be carried out pursuant to the 20th and 21st resolutions submitted for a vote of the Annual General Meeting on 23 April 2024 may not exceed the total amount of 1% of the share capital, which constitutes a ceiling that applies jointly to these two resolutions, a ceiling that was also common to the 17th and 18th resolutions adopted by the Annual General Meeting of 21 April 2023. | |
| 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. | 21 April 2023 (16th) | 26 months (20 June 2025) | 2% of the share capital on the date of the decision to increase the share capital (i.e. as an indication, 10,703,731 shares at 31 December 2022) | None | non-inclus | |||
| Buyback by the Company of its own shares | non-inclus | |||||||
| Buyback by the Company of its own shares | 21 April 2023 (13th) | 18 months (20 October 2024) | 10% of the share capital on the date of the buybacks (i.e. as an indication, 53,518,656 shares at 31 December 2022) | 1,271,632 | 17 | 18 months (20 October 2025) | 10% of the share capital on the date of the buybacks (i.e. as in indication, 53,472,547 shares at 31 December 2023) | |
| Reduction in the share capital via cancellation of shares | non-inclus | |||||||
| Cancellation of shares purchased by the Company under Article L. 22-10-62 of the French Commercial Code | 21 April 2022 (18th) | 26 months (20 June 2024) | 10% of the share capital on the date of the buybacks (i.e. as an indication, 55,767,236 shares at 31 December 2021) | 1,271,632 | 18 | 26 months (20 June 2026) | 10% of the share capital on the date of the buybacks (i.e. as in indication, 53,472,547 shares at 31 December 2023) | |
| Free grants of shares | non-inclus | |||||||
| Grant of existing free shares or shares to be issued to the employees | 21 April 2022 (19th) | 26 months (20 June 2024) | 0.6% of the share capital on the grant decision date (i.e. as an indication, 3,346,034 shares at 31 December 2021) | 868,225 | 19 | 26 months (20 June 2026) | 0.6% of the share capital on the grant decision date (i.e. as an indication, 3,208,352 shares at 31 December 2023) | |
Since 22 June 2013, the Board of Directors no longer has authority to grant stock options to purchase or subscribe to shares.
On 31 December 2023, no subscription options had been granted or exercised as the most recent L’Oréal stock options plan expired in 2021 (see subsection 7.4.2.). Furthermore, 2,594,170 conditional shares had been granted to Group employees subject to performance conditions, not yet met.
These 2,594,170 shares will be created when necessary and, where applicable, by the capitalisation of reserves. Accordingly, the potential share capital of the Company would amount to €106,945,095.00, divided into 534,725,475 shares with a par value of €0.20.
The Company has not issued any securities that grant indirect access to the share capital.
