Eurazeo / 2018 Registration document

SHAREHOLDERS’ MEETING Presentation and draft resolutions

6 th resolution: Approval of the principles and criteria for determining, allocating and awarding the fixed, variable and exceptional components of total compensation and benefits of all kind, that may be awarded to members of the Supervisory Board. The Shareholders' Meeting, voting in accordance with quorum and majority rules for Ordinary Shareholders' Meetings and having reviewed the Corporate Governance Report presenting the compensation policy for executive corporate officers prepared in accordance with Article L. 225-68 of the French Commercial Code, approves the principles and criteria for determining, allocating and awarding the fixed, variable and exceptional components of total compensation and benefits of all kind, that may be awarded to members of the Supervisory Board in respect of their duties, as presented to the Shareholders’ Meeting in the aforementioned report. In accordance with Article L. 225-82-2 and Article L. 225-100 II of the French Commercial Code, the components of compensation paid or awarded in respect of fiscal year 2018 are presented to shareholders for approval. The 8 th , 9 th , 10 th , 11 th and 12 th resolutions ask shareholders to approve the components of compensation paid or awarded in respect of fiscal year 2018 to each executive corporate officer of the Company, that is: Michel David-Weill, Chairman of the Supervisory Board; Virginie Morgon, Chairwoman of the Executive Board since March 19, 2018; Philippe Audouin, member of the Executive Board; Nicolas Huet, member of the Executive Board since March 19, 2018; Olivier Millet, member of the Executive Board since March 19, 2018. Shareholders are therefore asked to approve the following components: Components of compensation paid or awarded in respect of fiscal year 2018 to Michel David-Weill, Chairman of the Supervisory Board

7 th resolution: Approval of the principles and criteria for determining, allocating and awarding the fixed, variable and exceptional components of total compensation and benefits of all kind, that may be awarded to members of the Executive Board. The Shareholders' Meeting, voting in accordance with quorum and majority rules for Ordinary Shareholders' Meetings and having reviewed the Corporate Governance Report presenting the compensation policy for executive corporate officers prepared in accordance with Article L. 225-68 of the French Commercial Code, approves the principles and criteria for determining, allocating and awarding the fixed, variable and exceptional components of total compensation and benefits of all kind, that may be awarded to members of the Executive Board in respect of their duties, as presented to the Shareholders’ Meeting in the aforementioned report. The 8 th resolution asks shareholders to approve the components of compensation paid or awarded in respect of fiscal year 2018 to Michel David-Weill, Chairman of the Supervisory Board, as presented in the Registration Document, page 385, Appendix to the presentation of the resolutions. Components of compensation paid or awarded during fiscal year 2018 to Virginie Morgon, Chairwoman of the Executive Board The 9 th resolution asks shareholders to approve the components of compensation paid or awarded in respect of fiscal year 2018 to Virginie Morgon, Chairwoman of the Supervisory Board since March 19, 2018, as presented in the Registration Document, page 386 et seq., Appendix to the presentation of the resolutions. Components of compensation paid or awarded during fiscal year 2018 to Philippe Audouin, Nicolas Huet and Olivier Millet, members of the Executive Board The 10 th , 11 th and 12 th resolutions ask shareholders to approve the components of compensation paid or awarded in respect of fiscal year 2018 to Philippe Audouin, Nicolas Huet and Olivier Millet, members of the Executive Board, as presented in the Registration Document, page 389 et seq., Appendix to the presentation of the resolutions.

Approval of the compensation paid or awarded to each executive corporate officer → of the Company (8 th , 9 th , 10 th , 11 th and 12 th resolutions).

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2018 Registration Document