PERNOD-RICARD - URD 2020-21

____ 2. CORPORATE GOVERNANCE COMPOSITION OF THE BOARD OF DIRECTORS

Directors’ Code of Conduct 2.5.7 Article 5 of the Internal Regulations, adopted by the Board of Directors on 17 December 2002, most recently amended on 21 April 2021, and article 16 of the bylaws stipulate the rules of conduct that apply to Directors and their permanent representatives. Each Director acknowledges that he/she has read and understood these undertakings prior to accepting the office. The Internal Regulations also outline the various rules in force with regard to the conditions for trading in the Company’s shares on the stock market and the notification and publication requirements relating thereto. Moreover, the Board of Directors’ meeting of 16 February 2011 adopted a Code of Conduct to prevent insider trading and misconduct in compliance with new legal undertakings, to comply with European regulations on market abuse. This Code was updated on 21 April 2021. Directors, as well as any person attending meetings of the Board and its Committees, have access to sensitive information concerning the Company. As such, they are bound by a strict obligation of confidentiality. Consequently, they must take all necessary measures to preserve the confidentiality of this information. As the Directors have sensitive information on a regular basis, they must refrain from using it to buy or sell shares of the Company and from carrying out transactions involving Pernod Ricard’s shares or any related financial instruments in the forty-five days prior to the publication of the full-year results, the thirty days prior to the publication of the half-year results and the fifteen days prior to the publication of quarterly net sales. This period is extended to the day after the announcement when it is made after the close of the markets (5.30pm, Paris time) and to the day of the announcement when it is made before the opening of the markets (9.00am, Paris time). In addition, the Code of Conduct states that they must seek the advice of the Ethics Committee before making any transactions involving the Company’s shares or any related financial instrument. To the Company’s knowledge and at the date hereof, there are no potential conflicts of interest between the duties of any of the members of the Company’s Board of Directors or General Management with regard to the Company in their capacity as corporate officers and their private interests or other duties. To the Company’s knowledge and at the date hereof, there are no arrangements or agreements established with the main shareholders, clients, suppliers, bankers or consultants, relating to the appointment of one of the members of the Board of Directors or General Management. To the Company’s knowledge and at the date hereof, except as described in “Shareholders’ agreements” below, the members of the Board of Directors and General Management have not agreed to any restrictions concerning the disposal of their stake in the share capital of the Company, other than those included in the Internal Regulations and the Code of Conduct. In accordance with the Board’s Internal Regulations and in order to prevent any risk of conflict of interest, each member of the Board of Directors is required to declare to the Board of Directors, as soon as he/she becomes aware of such fact, any situation in which a conflict of interest arises or could arise between the Company’s corporate interest and his/her direct or indirect personal interest, or the interests of a shareholder or group of shareholders which he/she represents. Directors’ Statement 2.5.8 Conflicts of interest

there is no agreement between GBL and Pernod Ricard or the Ricard family relating to the presence of Mr Ian Gallienne or one or more GBL representatives on the Board of Directors. The presence of Mr Ian Gallienne is justified by his experience and his judgement, which are beneficial to the Board of Directors; Mr Ian Gallienne is not in a position to impose his view on the Board of Directors, which has 13 members (including the Directors representing the employees); and the breakdown of Pernod Ricard’s capital is such that GBL does not have a dominant position that enables it to impose its views at Shareholders’ Meetings, or the power to block extraordinary decisions. Thus, these elements demonstrate freedom of judgement and an absence of an actual or potential conflict of interest. In addition, it should be noted that there is no new element likely to call into question the qualification of independent retained in the past. Given these facts, the Nominations and Governance Committee and the Board of Directors considered that Mr Ian Gallienne fully meet the “specific” independence criteria linked to the crossing of the threshold of 10% in share capital or voting rights. After consideration and review of the AFEP-MEDEF Code criteria mentionned above, the Board of Directors’ meeting held on 21 July 2021, in accordance with the recommendation of the Nominations and Governance Committee, confirmed that six out of 11 Board members (excluding the Directors representing the employees) are deemed to be independent: Ms Patricia Barbizet, Ms Virginie Fauvel, Ms Anne Lange and Ms Kory Sorenson and Messrs Ian Gallienne and Philippe Petitcolin, representing more than half of the Board of Directors (54.5%), as required by the AFEP-MEDEF Code. 2.5.6 The Nominations and Governance Committee, at the initiative of its Chairwoman, Lead Independent Director of the Board, periodically reviews the Group’s succession plan. This allows her to establish and update a succession plan covering several time horizons: short term: unexpected succession (resignation, incapacity, death); medium term: accelerated succession (poor performance, lack of management); and long term: planned succession (retirement, end of the term of office). The Nominations and Governance Committee favours close collaboration with General Management in order to ensure overall consistency of the succession plan and to ensure a continuity in the key positions. In order to ensure the optimal development of the succession plan for the governing bodies and to meet the Company’s strategic ambitions, a regular assessment of potential candidates, their careers and developments is carried out with the assistance of an independent firm. In addition, the Nominations and Governance Committee works closely with the Board of Directors on this subject, and is particularly vigilant in maintaining the confidentiality of this information. Succession plan

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PERNOD RICARD UNIVERSAL REGISTRATION DOCUMENT 2020-2021