ENGIE - Notice of meeting 2020

Draft Resolutions and purpose

FIFTEENTH RESOLUTION Approval of the compensation policy for the Chairman of the Board of Directors, pursuant to Article L.225-37-2 II of the French Commercial Code The Shareholders’ Meeting, pursuant to the quorum and majority requirements applicable to Ordinary Shareholders’ Meetings, having reviewed the Board of Directors’ report on corporate governance referred to in Article L.225-37 of the French Commercial Code describing the components of the compensation policy for corporate officers, approves, pursuant to Article L.225-37-2 II of the French Commercial Code, the compensation policy for the Chairman of the Board of Directors, as they are described in Section 4.4 of the 2019 Universal Registration Document. SIXTEENTH RESOLUTION Approval of the compensation policy for the Chief Executive Officer for the period from January 1 to February 24, 2020, pursuant to Article L.225-37-2 II of the French Commercial Code The Shareholders’ Meeting, pursuant to the quorum and majority requirements applicable to Ordinary Shareholders’ Meetings, having reviewed the Board of Directors’ report on corporate governance referred to in Article L.225-37 of the French Commercial Code describing the components of the compensation policy for corporate officers, approves, pursuant to Article L.225-37-2 II of the French Commercial Code, the compensation policy for the Chief Executive Officer for the period from January 1 to February 24, 2020, as they are described in Section 4.4 of the 2019 Universal Registration Document.

SEVENTEENTH RESOLUTION Approval of the compensation policy for the Chief Executive Officer appointed on February 24, 2020 for a transition period until the appointment of a new Chief Executive Officer, pursuant to Article L.225-37-2 II of the French Commercial Code The Shareholders’ Meeting, pursuant to the quorum and majority requirements applicable to Ordinary Shareholders’ Meetings, having reviewed the Board of Directors’ report on corporate governance referred to in Article L.225-37 of the French Commercial Code describing the components of the compensation policy for corporate officers, approves, pursuant to Article L.225-37-2 II of the French Commercial Code, the compensation policy for the Chief Executive Officer appointed for a transition period until the appointment of a new Chief Executive Officer, as they are described in Section 4.4 of the 2019 Universal Registration Document. Executive Officer to be appointed at the end of the current appointment process, pursuant to Article L.225-37-2 II of the French Commercial Code The Shareholders’ Meeting, pursuant to the quorum and majority requirements applicable to Ordinary Shareholders’ Meetings, having reviewed the Board of Directors’ report on corporate governance referred to in Article L.225-37 of the French Commercial Code describing the components of the compensation policy for corporate officers, approves, pursuant to Article L.225-37-2 II of the French Commercial Code, the compensation policy for the Chief Executive Officer to be appointed at the end of the current appointment process, as they are described in Section 4.4 of the 2019 Universal Registration Document. EIGHTEENTH RESOLUTION Approval of the compensation policy for the Chief

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ENGIE ORDINARY AND EXTRAORDINARY SHAREHOLDERS’ MEETING OF MAY 14, 2020 23