LOREAL_Registration_Document_2017

7 Annual General Meeting DRAFT RESOLUTIONS AND REPORT OF THE BOARD OF DIRECTORS TO THE ORDINARY GENERAL MEETING TO BE HELD ON 17 APRIL 2018

Ninth resolution: Approval of the application of the defined benefit pension plan provisions of the employment contract of Mr. Agon for the duration of the renewed corporate office

The Annual General Meeting, deliberating in accordance with the quorum and majority requirements for Ordinary General Meetings, having reviewed the Special Report of the Statutory Auditors on related-party agreements and commitments, and in accordance with the provisions of Articles L. 225-22-1 and L. 225-42-1 of the French Commercial Code and Article 229-II of law No. 2015-990 of 6 August 2015, approves the application of the following beginning on 17 April 2018, subject to the relevant performance conditions: the review of the benchmark remuneration; s the due consideration of the seniority corresponding to the s number of years in office for the renewed corporate office;

on the calculation of the defined benefit pension scheme for Mr. Jean-Paul Agon, pursuant to the agreement to suspend the employment contract approved by the Annual General Meeting of 27 April 2010. This decision is taken subject to the condition precedent that the term as Chairman and Chief Executive Officer of Mr. Jean-Paul Agon is renewed by the Board of Directors, which should take place after this meeting.

RESOLUTION 10: APPROVAL OF THE PRINCIPLES AND CRITERIA FOR THE DETERMINATION, ALLOCATION AND DISTRIBUTION OF THE COMPONENTS OF THE TOTAL REMUNERATION AND THE BENEFITS OF ALL KINDS THAT MAY BE GRANTED TO THE EXECUTIVE OFFICERS

remuneration and the benefits of all kinds that may be granted to the executive officers due to their mandate. These principles and criteria are presented in the Report of the Board of Directors and are set out in paragraph 2.5.1 of the Registration Document.

Pursuant to Article L. 225-37-2 of the French Commercial Code, the Annual General Meeting is called on to approve the principles and criteria for the determination, allocation and distribution of the components of the total

Tenth resolution: Approval of the principles and criteria for the determination, allocation and distribution of the components of the total remuneration and the benefits of all kinds that may be granted to the executive officers The Annual General Meeting, deliberating in accordance with the quorum and majority requirements for Ordinary General Meetings, having reviewed the Report of the Board of Directors drawn up pursuant to Article L. 225-37-2 of the French Commercial Code, approves the principles and criteria for the determination, allocation and distribution of the components of the total remuneration and the benefits of all kinds that may be granted to the executive officers.

REGISTRATION DOCUMENT / L'ORÉAL 2017

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