LEGRAND / 2018 Registration document

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CORPORATE GOVERNANCE

COMPENSATION AND BENEFITS OF COMPANY OFFICERS

R 6.2.1.2 COMPENSATION POLICY FOR

R 6.2.1.3 COMPENSATION POLICY FOR THE CHIEF EXECUTIVE OFFICERWITH RESPECT TO 2019 A – Overall structure of compensation attributable to the Chief Executive Officer for the 2019 financial year At its meeting on March 20, 2019, and upon the recommendation of the Compensation Committee, the Board of Directors, taking into account market practices and in accordance with the recommendations of the Code of Corporate Governance, determined the total compensation attributable to the Chief Executive Officer, based on all the criteria defined in section 6.2.1.1. This compensation comprises three components: W fixed compensation; W annual variable compensation linked to financial and extra- financial performance during the year; W long-term compensation linked to financial and extra-financial performance over the long term. Depending on the year, this can take the form of either of the following financial instruments: W performance shares (corresponding to long-term compensation, attributable to the Chief Executive Officer for the 2019 financial year), W future performance units paid in cash (no “Future Performance Units” are attributable to the Chief Executive Officer for 2019 financial year). On the basis of the Compensation Committee’s recommendation, the Board of Directors decided that the Chief Executive Officer’s compensation structure for 2019 would be the same as that approved for 2018. The Board of Directors has therefore decided to continue placing the emphasis on annual variable compensation and long-term compensation in order to make them a retention tool and to encourage financial and extra-financial performance as well as long-term value creation.

THE CHAIRMAN OF THE BOARD OF DIRECTORSWITH RESPECT TO 2019

At its meeting on March 20, 2019, and upon the recommendation of the Compensation Committee, the Board of Directors, taking market practices into account and in accordance with the recommendations of the Code of Corporate Governance, decided that, as for 2018, the compensation structure that is most suited to the Chairman of the Board of Directors for the 2019 financial year consisted of making fixed compensation the sole compensation component. The Board of Directors decided that the annual fixed compensation of the Chairman of the Board of Directors, Mr. Gilles Schnepp, will amount to €625,000 for 2019, the same as that granted to himwith respect to 2018. This amount of annual fixed compensation for the Chairman of the Board of Directors was determined by the Board of Directors, upon the proposal of the Compensation Committee, in accordance with the principles set out in section 6.2.1.1 of this chapter, and in line with the responsibilities and duties assumed by the Chairman and related to the office, as provided by the law, the Articles of Association and the internal rules. The main elements taken into account in determining this compensation were (i) the key role of the Chairman of the Board of Directors in connection with all the responsibilities of the Board and its committees as well as the expertise and experience required to fulfill those responsibilities and (ii) the analysis, through market studies, of practices relating to compensation paid to non-executive chairmen of CAC 40 companies. No other component of compensation (whether annual variable compensation, long-term compensation, attendance fees, extraordinary compensation or any commitment covered by article L. 225-42-1 of the French Commercial Code) is provided for in the compensation policy applicable to the Chairman of the Board of Directors.

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LEGRAND

REGISTRATION DOCUMENT 2018