PERNOD RICARD - Universal Registration Document 2019-2020

2. CORPORATE GOVERNANCE Composition of the Board of Directors

The Board of Directors and the Nominations, Governance and CSR gender, and experience. In accordance with article L. 225-37-4 of the Committee regularly evaluate the composition of the Board and its French Commercial Code, the table below describes the Board of Committees as well as the different skills and experience brought by each Directors’ diversity policy, indicating the criteria taken into consideration, Director. They also identify the guidelines to be issued in order to ensure the targets set by the Board, the way it has been implemented and the the best balance possible by seeking complementary characteristics from results achieved over FY20. both an international and diversity perspective, in terms of nationality,

Criteria

Objectives

Implementation and results achieved in FY20

Composition of the Board of Directors

Representation of women: Gradual evolution:

Balanced representation of women and men within the Board of Directors

28.6% at the Shareholders’ Meeting of 9 November 2012; — 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; and — 42% at the Shareholders’ Meeting of 8 November 2019. — At the end of Shareholders’ Meeting of 27 November 2020, the Board will comprise 45% female Directors. 28.6% at the Shareholders’ Meeting of 6 November 2013; — 31.2% at the Shareholders’ Meeting of 6 November 2014; — 42.8% at the Shareholders’ Meeting of 6 November 2015; — 38.5% at the Shareholders’ Meeting of 21 November 2018; and — 42.8% at the Shareholders’ Meeting of 8 November 2019. — At the end of Shareholders’ Meeting of 27 November 2020, 38.4% of the Directors will be of foreign nationality. Experience: Sector Experience: appointment of Mr Paul-Charles Ricard — in 2012; Strategy: appointment of Ms Veronica Vargas in 2015 — and Ms Esther Berrozpe Galindo in 2019; Marketing/Consumer Behaviour: appointment — of Ms Esther Berrozpe Galindo in 2019; Finance: appointment of Ms Kory Sorenson in 2015; — Innovation and Digital: appointment of Ms Anne Lange — in 2016 and Mr Philippe Petitcolin in 2019; Sustainability & Responsibility: appointment — of Ms Patricia Barbizet in 2018; and General Management and corporate governance: — appointment of Ms Patricia Barbizet in 2018 and Mr Philippe Petitcolin in 2019. 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). 66.6% Independent Directors. — At the close of the Shareholders’ Meeting of 27 November 2020, 54.5% of Directors will be considered independent. Target achieved, given that the average age on the Board is 53.2 and the median is 50.5. Directors with foreign nationality: Gradual 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)

Age of Directors

No more than one-third of Directors older than 70 years (see article 18, paragraph 4 of the bylaws)

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Pernod Ricard Universal Registration Document 2019-2020