LEGRAND / 2018 Registration document

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APPENDIX APPENDIX 4

APPENDIX 4

Presentation of the agenda for the Annual Shareholders’ Meeting of May 29, 2019

Board of Directors’ Report

Appropriationof net profit anddividend recommendation (third resolution) In the third resolution, you are asked to vote on the proposed appropriation of the Company’s net profit and on the dividend recommendation. The proposed appropriation of net profit is as follows: W the Company’s net profit for the year ended December 31, 2018 amounted to €227,535,268.46; W the sum of €275,759.20 will be transferred to the legal reserve to bring it up to 10% of the share capital; W as there are no retained earnings, the amount available for distribution is equal to the amount of net profit for the year ended December 31, 2018, i.e., €227,259,509.26; W the sum of €16,965,062.22 will be transferred to the non- distributable reserve for treasury shares, bringing it up to a total of €19,679,214.30; W the amount available for distribution, less the amount transferred to the non-distributable reserve for treasury shares, will therefore amount to €210,294,447.04. On that basis, the Board is recommending a dividend of €1.34 per share, making a total payout of €357,230,334.68, based on the number of shares comprising the share capital at December 31, 2018, less the treasury shares held by the Company at that date. The portion in excess of the amount available for distribution, i.e., €146,935,887.64, will be deducted from premium account. In the event of a change in the number of shares entitled to a dividend before the dividend payment date, the total dividend payout will be adjusted accordingly. Treasury shares held by the Company and shares that have been canceled before the payment date are not entitled to a dividend. For individuals who are French tax residents, the dividend payment of €1.34 per share will be taxable as follows: W €0.79 (1) of the dividend is treated as taxable investment income and is subject to either (i) flat-rate income tax at 12.8%, or

This report outlines the key points of the proposed resolutions to be submitted to you for approval at the Annual Shareholders’ Meeting on May 29, 2019. This outline is not meant to be comprehensive and you should therefore read the proposed resolutions carefully before voting at the Meeting. For information, no new agreement falling within the scope of article L. 225-38 of the French Commercial Code was entered into during the year ended December 31, 2018. Two related-party agreements falling within the scope of article L. 225-42-1 of the French Commercial Code were authorized by the Board of Directors in 2018 and approved at the Annual Shareholders’ Meeting of May 30, 2018. The Board of Directors has convened the Annual Shareholders’ Meeting on May 29, 2019 to consider the following agenda: R I – ORDINARY RESOLUTIONS Approval of the financial statements for 2018 (first and second resolutions) In the first two resolutions, you are asked to vote on the Company’ statutory and consolidated financial statements for the year ended December 31, 2018 and on the transactions reflected therein or summarized in the reports of the Board of Directors and Statutory Auditors, which will be submitted to you for consideration. At December 31, 2018: W the Company’s statutory financial statements showed a net profit of €227,535,268.46; and W the Company’s consolidated financial statements showed a net profit of €771.7 million. The first resolution also invites you to vote specifically on the total amount of costs and expenses referred to in article 39-4 of the French Tax Code, i.e., costs and expenses not deductible for tax purposes.

A

(1) This breakdown is given for information purposes only and may be modified if the number of shares entitled to a dividend changes between now and the dividend payment date.

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LEGRAND

REGISTRATION DOCUMENT 2018