Eurazeo / 2018 Registration document

SHAREHOLDERS’ MEETING Other Special Reports of the Statutory Auditors

Other Special Reports of the Statutory Auditors 7.7

STATUTORY AUDITORS’ REPORT ON THE SHARE CAPITAL DECREASE BY CANCELLING SHARES PURCHASED UNDER SHARE BUYBACK PROGRAMS

Combined Shareholders’ Meeting of April 25, 2019 (16th resolution)

This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

To the Shareholders, In our capacity as Statutory Auditors of Eurazeo SE and in accordance with article L.225-209 of the French Commercial Code (Code de commerce) regarding share capital reductions achieved by canceling shares bought back by the Company, we hereby report to you on our assessment of the reasons for and terms and conditions of the planned share capital reduction. Shareholders are asked to grant the Executive Board full powers, for a period of 26 months as from the date of this Meeting, to cancel, on one or more occasions, all or a part of the shares held by the Company, or those it could acquire through share buyback programs, pursuant to an authorization granted by the Shareholders’ Meeting within the framework of the abovementioned article, up to a maximum of 10% of the share capital by 24-month period. We performed the procedures that we deemed necessary in accordance with professional standards applicable in France to such engagements. Those standards require that we ensure that the reasons for and conditions of the planned share capital reduction, which is not considered to affect shareholder equality, comply with the applicable legal provisions. We have no matters to report on the reasons for and conditions of the planned share capital reduction.

Neuilly-sur-Seine and Courbevoie, March 15, 2019 The Statutory Auditors

PricewaterhouseCoopers Audit

Mazars

David Clairotte

Emilie Loréal

Isabelle Massa

7

Eurazeo

407

2018 Registration Document