PSA_GROUP_REGISTRATION_DOCUMENT_2017

COMBINED SHAREHOLDERS’ MEETING ON 24 APRIL 2018 Text of the proposed Resolutions

awarded to Maxime PICAT, member of the Managing Board, as presented in the Report of the Supervisory Board on Corporate Governance referred to in Article L. 225-68 of the same code [Section 3.2 of the Registration Document].

Fifteenth resolution

Approval of the criteria and principles for determining, allocating and awarding components of the compensation and benefits attributable for 2018 to the members of the Supervisory Board and Louis GALLOIS, Chairman of the Supervisory Board The Shareholders’ General Meeting, voting in accordance with the quorum and majority conditions applicable to ordinary general meetings, being consulted in application of paragraph 1 of Article L. 225-82-2 of the French Commercial Code (Code de commerce) and having considered the report prepared in application of said article, approves the criteria and principles for determining, allocating and awarding the fixed, variable and special components of the compensation and benefits attributable for 2018 to the Chairman and members of the Supervisory Board as presented in the Report of the Supervisory Board on Corporate Governance referred to in Article L. 225-68 of the same code [Section 3.2 of the Registration Document]. Approval of the compensation and benefits for 2017 due or awarded to Carlos TAVARES, Chairman of the Managing Board The Shareholders’ General Meeting, voting in accordance with the quorum and majority conditions applicable to ordinary general meetings, being consulted in application of paragraph 1 of Article L. 225-100 of the French Commercial Code (Code de commerce) and having considered the report prepared in application of said article, approves the fixed, variable and special components of the compensation and benefits for 2017 paid or awarded to Carlos TAVARES, Chairman of the Managing Board, as presented in the Report of the Supervisory Board on Corporate Governance referred to in Article L. 225-68 of the same code [Section 3.2 of the Registration Document]. Approval of the compensation and benefits for 2017 due or awarded to Jean-Baptiste CHASSELOUP de CHATILLON, member of the Managing Board The Shareholders’ General Meeting, voting in accordance with the quorum and majority conditions applicable to ordinary general meetings, being consulted in application of paragraph 1 of Article L. 225-100 of the French Commercial Code (Code de commerce) and having considered the report prepared in application of said article, approves the fixed, variable and special components of the compensation and benefits for 2017 paid or awarded to Jean-Baptiste CHASSELOUP de CHATILLON, member of the Managing Board, as presented in the Report of the Supervisory Board on Corporate Governance referred to in Article L. 225-68 of the same code [Section 3.2 of the Registration Document]. Approval of the compensation and benefits for 2017 due or awarded to Maxime PICAT, member of the Managing Board The Shareholders’ General Meeting, voting in accordance with the quorum and majority conditions applicable to ordinary general Meetings, being consulted in application of paragraph 1 of Article L. 225-100 of the French Commercial Code (Code de commerce) and having considered the report prepared in application of said article, approves the fixed, variable and special components of the compensation and benefits for 2017 paid or Sixteenth resolution Seventeenth resolution Eighteenth resolution

Nineteenth resolution

Approval of the compensation and benefits for 2017 due or awarded to Jean-Christophe QUEMARD, member of the Managing Board The Shareholders’ General Meeting, voting in accordance with the quorum and majority conditions applicable to ordinary general meetings, being consulted in application of paragraph 1 of Article L. 225-100 of the French Commercial Code (Code de commerce) and having considered the report prepared in application of said article, approves the fixed, variable and special components of the compensation and benefits for 2017 paid or awarded to Jean-Christophe QUEMARD, member of the Managing Board, as presented in the Report of the Supervisory Board on Corporate Governance referred to in Article L. 225-68 of the same code [Section 3.2 of the Registration Document]. Approval of the compensation and benefits for 2017 due or awarded to Louis GALLOIS, Chairman of the Supervisory Board The Shareholders’ General Meeting, voting in accordance with the quorum and majority conditions applicable to ordinary general meetings, being consulted in application of paragraph 1 of Article L. 225-100 of the French Commercial Code (Code de commerce) and having considered the report prepared in application of said article, approves the fixed, variable and special components of the compensation and benefits for 2017 paid or awarded to Louis GALLOIS, Chairman of the Supervisory Board, as presented in the Report of the Supervisory Board on Corporate Governance referred to in Article L. 225-68 of the same code [Section 3.2 of the Registration Document]. Authorisation for the Managing Board to buy back up to 10% of the Company’s shares The Shareholders’ General Meeting, voting in accordance with the quorum and majority conditions applicable to ordinary general meetings and having considered the Managing Board’s Report, resolves, in accordance with Articles L. 225-209 et seq. of the French Commercial Code (Code de commerce): to authorise the Managing Board, with the right of delegation, to 1. buy back directly or through a representative up to 79,167,086 shares of the Company, in one or several transactions on dates to be decided by the Board, provided that this does not result in the Company holding over 10% of its capital at any time; that the shares may be acquired or held in accordance with the 2. applicable laws and regulations, for the following purposes: for cancellation in order to reduce the Company’s capital, (a) for allocation on exercise of stock options granted to (b) employees and/or corporate officers of the Company or any related entity and/or grouping, in accordance with the laws and regulations in force when the options are exercised, for allocation of shares without consideration to employees (c) and/or corporate officers of the Company or any related entity or grouping, in accordance with the applicable laws and regulations, for allocation to employees who are members of an (d) employee stock ownership plan in transactions complying with Articles L. 3331-1 et seq. of the French Labour Code Twentieth resolution Twenty-first resolution

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GROUPE PSA - 2017 REGISTRATION DOCUMENT