PERNOD RICARD - Universal Registration Document 2019-2020

2. CORPORATE GOVERNANCE Management structure

Declaration of statutory thresholds Any individual or corporate body acquiring a shareholding greater than 0.5% of the share capital must inform the Company of the total number of shares held by registered letter, with return receipt requested, within a period of 15 days from the date on which this threshold is exceeded. This notification must be repeated, under the same conditions, each time the threshold is exceeded by an additional 0.5%, up to and including 4.5%. In the event of non-compliance with the notification obligation mentioned in the previous paragraph, shares in excess of the undeclared amount shall be stripped of their voting rights, at the request, as set forth in the minutes of the Shareholders’ Meeting, of one or more shareholders holding at least 5% of the share capital, for any Shareholders’ Meeting held until the expiry of the period stipulated in article L. 233-14 of the French Commercial Code following the date when the notification is made.

In the event of a share capital increase through the capitalisation of reserves, profits or share premiums, registered shares allocated as bonus shares to a shareholder, on the basis of existing shares for which he or she benefits from this right, will also have double voting rights as from their issuance (article L. 225-123 of the French Commercial Code). Any share loses the double voting right if converted into bearer shares or if its ownership is transferred. Nevertheless, transfer following the division of an estate or the liquidation of assets between spouses and inter vivos donation to a spouse or relation close enough to inherit will not result in the loss of the acquired right and will not interrupt the aforementioned ten-year period.

Modification of shareholders’ rights 2.12.4 The Extraordinary Shareholders’ Meeting has the power to modify shareholders’ rights, under the conditions defined by law.

Management structure 2.13 General Management 2.13.1 On 30 June 2020, the General Management of the Group was carried out by the Chairman and CEO and the Managing Director, Global Business Development. It forms the permanent body for coordinating the Management of the Group. Composition of the Executive Board on 30 June 2020: Alexandre Ricard, Chairman and CEO , corporate officer; — Hélène de Tissot, EVP Finance, IT and Operations; — Amanda Hamilton-Stanley, General Counsel and Chief Compliance — Officer; Christian Porta, Managing Director, Global Business Development; — Executive Committee 2.13.2 The Executive Committee is the Management unit of the Group comprising the Executive Board and the Chairmen of the Group’s direct affiliates. The Executive Committee provides coordination between the Headquarters and its affiliates as well as between the affiliates themselves (Brand Companies and Market Companies). Under the authority of General Management, the Executive Committee ensures that Group business is carried out and that its main policies are applied. In this capacity, the Executive Committee: examines the Group’s activity and how it varies from the — development plan; gives its opinion regarding the establishment of objectives —

Cédric Ramat, EVP Group Human Resources, Sustainability — & Responsibility. The Executive Board prepares, examines and approves all decisions relating to the functioning of the Group and submits these decisions to the Board of Directors when the latter’s approval is required. It organises the Executive Committee’s work. In addition, the Group Communications Department, the Public Affairs Department and the Internal Audit Department report to the Chairman and CEO. The Executive Board meets on a weekly basis. However, this year, given the Covid-19 crisis, the Executive Board met daily during the lockdown period. approves and enforces adherence to the Group’s main policies — (Human Resources, best marketing and business practices, Quality, Safety and Environment (QSE) policies, corporate responsibility, etc.). The Executive Committee meets between eight and 11 times a year. However, this year, given the Covid-19 crisis, the Executive Committee met once a week during the lockdown period. Composition of the Executive Committee on 30 June 2020: the Executive Board; — the Chairmen/Chairwomen of the Brand Companies: — Chivas Brothers, Jean-Christophe Coutures, Chairman and CEO, — Martell Mumm Perrier-Jouët, César Giron, Chairman and CEO, — Pernod Ricard Winemakers, Bryan Fry  (1) , Chairman and CEO, — Irish Distillers Group, Conor McQuaid, Chairman and CEO, — The Absolut Company, Anna Malmhake, Chairwoman & CEO; —

(earnings, debt and qualitative objectives); periodically reviews the brands’ strategies; —

analyses the performance of the Group’s network of Market — Companies and Brand Companies and recommends any necessary organisational adjustments; and

(1) Bryan Fry succeeded Bruno Rain on 1 December 2019.

83

Pernod Ricard Universal Registration Document 2019-2020