PERNOD-RICARD - URD 2020-21

____ 2. CORPORATE GOVERNANCE ITEMS LIABLE TO HAVE AN IMPACT IN THE EVENT OF A PUBLIC OFFER

2.11 In accordance with article L. 22-10-11 of the French Commercial Code, the items liable to have an impact on the Company’s securities in the event of a public offer are set out below. structure The Company’s share capital structure is shown in the table “Allocation of share capital and voting rights on 30 June 2021” in Section 9 “About the Company and its share capital”, in the subsection “Information about the share capital”. Threshold crossings declared during FY21 are also indicated in the table entitled “Allocation of share capital and voting rights on 30 June 2021” in Section 9 “About the Company and its share capital” of this universal registration document, in the subsection “Information about the share capital”. The Company’s share capital 2.11.1

Items liable to have an impact in the event of a public offer

Agreements between shareholders of which the Company is aware The Shareholders’ agreement between shareholders of the Company (agreement between Mr Rafaël Gonzalez-Gallarza and Société Paul Ricard, owned by the Ricard family) is described under “Shareholders’ agreements” in subsection 2.5 “Composition of the Board of Directors” of this universal registration document and also appears on the AMF website (www.amf-france.org). 2.11.3

2.11.4

Agreements entered into

by the Company which are modified or become void as a result of a change of control of the Company

2.11.2

Statutory restrictions

Under certain conditions, the Company’s financing contracts provide for the early repayment of its debts. The description of the change of control clauses of these contracts is given under “Significant contracts” in Section 5 “Management report” of this universal registration document. 2.11.5 The Company’s bylaws are amended in accordance with the applicable legal and regulatory provisions in France. There is no specific agreement providing for indemnities in the event of the termination of the position of a member of the Board of Directors, with the exception of the commitments to the Executive Director described in subsection 2.8.1.3 “Compensation policy for the Chairman and CEO”, in the “Policy on deferred commitments” paragraph. Other items Participation in Shareholders’ 2.12.2 Meetings All shareholders have the right to attend the Company’s Shareholders’ Meetings and to participate in the deliberations, either in person or by proxy, regardless of the number of shares they hold. In order for a shareholder to have the right to participate in Ordinary or Extraordinary Shareholders’ Meetings, the shares must be registered in the name of the shareholder or in the name of the financial intermediary acting on the shareholder’s behalf at 00.00 (Paris time) two business days prior to the Shareholders’ Meeting, either in the registered share accounts kept by the Company or in the bearer share accounts kept by the authorised financial intermediary.

on the exercise of voting rights and double voting rights

The Company’s bylaws provide for a limit on voting rights. This mechanism is described in subsection 2.12.3 “Voting conditions” below. In addition, certain shares of the Company have double voting rights as described in subsection 2.12.3 “Voting conditions” below.

2.12 Article 32 of the bylaws sets out the procedures that shareholders must follow in order to attend Shareholders’ Meetings. The shareholders meet every year at a Shareholders’ Meeting. 2.12.1 Both Ordinary and Extraordinary Shareholders’ Meetings are called, held and voted in accordance with the conditions provided for by law. They are held at the Company’s registered office or at any other place stated in the notice of meeting. Decisions by the shareholders are taken at Ordinary, Extraordinary or Combined Shareholders’ Meetings depending on the nature of the resolutions they are being asked to adopt. Notice to attend meetings

Shareholders’ Meetings and attendance procedures

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PERNOD RICARD UNIVERSAL REGISTRATION DOCUMENT 2020-2021