Derichebourg // 2020-2021 Universal Registration Document

6

Capital and shareholder structure Combined General Meeting of January 27, 2022

Twenty-fifth resolution Change in the age limit of directors

Twenty-sixth resolution Change in the age limit of the Chairman of the Board of Directors The General Meeting, voting in accordance with the quorum and majority requirements for Extraordinary General Meetings, decides to raise the age limit of the Chairman of the Board of Directors from seventy-five to eighty years. The General Meeting therefore decides to amend paragraph 1 of Article 16 of the Company bylaws, which will now read as follows:

The General Meeting, voting in accordance with the quorum and majority requirements for Extraordinary General Meetings, having reviewed the Board of Directors’ report, decides to raise the age limit for directors from seventy-five to eighty years. The General Meeting therefore decides to amend paragraph 2 of Article 15 of the Company bylaws, which will now read as follows:

Previous wording

New wording

Previous wording

New wording

ARTICLE 15 – TERM OF OFFICE – AGE LIMIT The term of office of directors shall be four (4) years, which shall expire at the conclusion of the Ordinary General Shareholders’ Meeting that votes on the financial statements for the previous fiscal year and that is held during the year in which the term of office expires. All directors whose term of office expires shall be eligible for reappointment. The number of directors having reached the age of seventy-five (75) years shall not exceed one-third of the number of members of the Board of Directors. If this limit is reached, the oldest director shall be deemed to have resigned automatically.

ARTICLE 15 – TERM OF OFFICE – AGE LIMIT The term of office of directors shall be four (4) years, which shall expire at the conclusion of the Ordinary General Shareholders’ Meeting that votes on the financial statements for the previous fiscal year and that is held during the year in which the term of office expires. All directors whose term of office expires shall be eligible for reappointment. The number of directors having reached the age of eighty (80) years shall not exceed one-third of the number of members of the Board of Directors. If this limit is reached, the oldest director shall be deemed to have resigned automatically.

ARTICLE 16 – CHAIRMANSHIP OF THE BOARD From among its members, the Board shall elect a Chairman, who shall be required to be an individual. The Chairman’s term of office shall not exceed his/her term of office as director. The Board shall establish the Chairman’s remuneration. The Board of Directors may dismiss the Chairman at any time. The Chairman of the Board must be less than seventy-five (75) years of age. When the Chairman reaches this age, he/she shall be deemed to have resigned automatically. The Chairman of the Board of Directors shall organize and manage the work of the Board of Directors, and report thereon to the General Meetings. The Chairman shall ensure the proper operation of the Company’s governing bodies and, in particular, shall ensure that the directors are capable of performing their duties.

ARTICLE 16 – CHAIRMANSHIP OF THE BOARD From among its members, the Board shall elect a Chairman, who shall be required to be an individual. The Chairman’s term of office shall not exceed his/her term of office as director. The Board shall establish the Chairman’s remuneration. The Board of Directors may dismiss the Chairman at any time. The Chairman of the Board must be less than eighty (80) years of age. When the Chairman reaches this age, he/she shall be deemed to have resigned automatically. However, his/her term of office is extended until the next meeting of the Board of Directors, at which his/her successor will be appointed. The Chairman of the Board of Directors shall organize and manage the work of the Board of Directors, and report thereon to the General Meetings. The Chairman shall ensure the proper operation of the Company’s governing bodies and, in particular, shall ensure that the directors are capable of performing their duties.

DERICHEBOURG 2020/2021 Universal Registration Document 234