PERNOD-RICARD - URD 2020-21

____ 2. CORPORATE GOVERNANCE COMPOSITION OF THE BOARD OF DIRECTORS

2.5.2

Board of Directors’ diversity policy and Directors’ expertise

Criteria

Objectives

Implementation and results achieved in FY21

Composition of the Board of Directors

Representation of women: Gradual evolution:

Balanced representation of women and men within the Board of Directors

25% at the Shareholders’ Meeting of 6 November 2015; 42% at the Shareholders’ Meeting of 17 November 2016; 46.1% at the Shareholders’ Meeting of 21 November 2018; 42% at the Shareholders’ Meeting of 8 November 2019; and 50% at the Shareholders’ Meeting of 27 November 2020. At the end of Shareholders’ Meeting of 10 November 2021, the Board will comprise 50% female Directors. 31.2% at the Shareholders’ Meeting of 6 November 2014; 38.5% at the Shareholders’ Meeting of 21 November 2018; 42.8% at the Shareholders’ Meeting of 8 November 2019; and 35.7% at the Shareholders’ Meeting of 27 November 2020. At the end of Shareholders’ Meeting of 10 November 2021, 35.7% of the Directors will be of foreign nationality. Expertise: While the expertise of the members of the Board corresponds to the Group’s strategic challenges (see diagram below), Pernod Ricard is continuing its quest to continuously improve its Board. In this context, in FY21 the Shareholders’ Meeting appointed Virginie Fauvel, who provides the Board with the benefit of her particular expertise in digital transformation. At the Shareholders’ Meeting of 10 November 2021, shareholders will be asked to appoint Namita Shah, whose expertise on CSR topics will be particularly valuable to the Board. Two Directors representing the employees since the Shareholders’ Meeting of 2018: appointment on 13 December 2017 by the Group Committee (France) of the first Director representing the employees (term of office ends on 13 December 2021); and appointment on 5 December 2018 by the European Group Committee of the second Director representing the employees (term of office ends on 5 December 2022). 54.5% Independent Directors. At the end of the Shareholders’ Meeting of 10 November 2021, 58.33% of Directors will be considered independent. Directors with foreign nationality: Evolution:

Guidelines to be issued in order to ensure the best balance possible by seeking complementary characteristics from both international and diversity perspectives, in terms of nationality, gender and experience

Appointment of one or two Directors representing the employees (see article 16 of the bylaws)

Independence of Directors

50% Independent Directors (see article 9.3, AFEP-MEDEF Code) + significant representation of Independent Directors (see article 3, Internal Regulations) No more than one-third of Directors older than 70 years (see article 18, paragraph 4 of the bylaws)

Age of Directors

Target achieved, given that the average age on the Board is 52,6 years old and the median is 50 years old.

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PERNOD RICARD UNIVERSAL REGISTRATION DOCUMENT 2020-2021