Plastic Omnium // 2022 Notice of Meeting

EXPLANATORY STATEMENT AND DRAFT RESOLUTIONS SUBMITTED TO THE COMBINED GENERAL MEETING OF APRIL 21, 2022

decides that the Board of Directors, with the option to subdelegate 1. under the conditions set by law, may increase by a maximum of 15% the number of securities to be issued under issues decided pursuant to the twenty-fourth, twenty-fifth and twenty-sixth resolutions, at the same price as that of the initial issue as provided in Articles L. 225-135-1 et R. 225-118 of the French Commercial Code, within the same time-frame and subject to the same limitations provided for by applicable regulations at the date of the issuance (currently, within thirty days of the subscription closure date) and within the limits provided for in the resolution pursuant to which the issue was decided; sets the period of validity of this delegation at twenty-six months 2. from the date of this General Meeting and notes that this delegation supersedes as of this date any previous delegation with the same purpose. EXPLANATORY STATEMENT 28 th resolution: Delegation of authority granting the Board of Directors powers to increase the share capital to remunerate contributions in kind granted to the Company of equity securities or investment securities giving access to the capital of third-party companies The General Meeting of Shareholders is asked to grant a delegation of authority to the Board of Directors to enable it to increase the Company’s share capital in order to remunerate contributions in kind granted to the Company and consisting of equity securities or investment securities giving access to the capital of third parties, other than during a public exchange offer, to carry out any external growth transactions. The Board will approve the Report of the Contribution Auditor(s) relating in particular to the value of the contributions, if this is necessary. The amount of the capital increase(s) that may be carried out in this respect would be limited to a maximum nominal amount of two million euros and would be deducted from the overall ceiling on capital increases. This resolution would also allow the Board of Directors to issue, under the conditions specified above, investment securities giving access to debt securities for a maximum nominal amount of seven hundred and fifty million euros, it being specified that the nominal amount of debt securities that may be issued pursuant to the twenty-fourth to twenty-seventh and twenty-ninth resolutions would be deducted from this amount, subject to the specificities set out below: the issue price of the shares issued directly will be at least ● equal to the minimum provided for by applicable regulatory provisions on the day of the issue, i.e. the weighted average of the last three trading days on the Euronext Paris market prior to the date the price is determined, minus the 10% discount permitted by law, after adjusting the average, if applicable, to take account of the difference between the vesting dates, it being specified that in the case of share warrant issues, the amount received by the Company upon subscription will be taken into account in the calculation; the issue price of the securities giving access to the capital ● shall be such that the sum received immediately by the Company, plus, where applicable, the amount likely to be received subsequently by the Company for each share issued as a result of the issuance of these securities, be at least equal to the subscription price minimum defined above;

in addition, the conversion, redemption and more generally ● the transformation of convertible bonds, reimbursable or otherwise transformable into shares, will take into account the par value of said bond in the form of a number of shares such that the amount received by the Company for each share is at least equal to the minimum subscription price for each share issued. On the basis of these elements, the Board of Directors would have the power to determine the issue price of securities and, where applicable, the terms of payment of the debt securities, in the best interests of the Company and the shareholders and taking account of all the parameters involved. If subscriptions, including those of shareholders if applicable, do not absorb the entire issue, the Board of Directors would be authorized, in the order it determines, (i) to limit the issue to the amount of the subscriptions on the condition that, in the case of ordinary share or security issues where the main security is a share, such amount is equal to at least three-quarters of the initial amount of the issue, and (ii) to freely distribute all or part of the unsubscribed securities. The Board of Directors would have the power to charge all share issue costs incurred pursuant to this resolution to the amounts of the corresponding capital increase premiums, and to deduct from these premiums the sums necessary to constitute the legal reserve. The decision of the Shareholders’ Meeting would automatically waive shareholders’ rights to subscribe to any shares that might be obtained from the securities giving access to the Company’s share capital. This delegation would be valid for a period of twenty-six months as of this Shareholders’ Meeting and, as such, cancel and replace all previous delegations of authority with the same purpose. TWENTY-EIGHTH RESOLUTION: DELEGATION OF AUTHORITY GRANTING THE BOARD OF DIRECTORS POWERS TO ISSUE, WITH CANCELATION OF PREFERENTIAL SUBSCRIPTION RIGHTS, ORDINARY SHARES AND/OR EQUITY SECURITIES GIVING ACCESS TO OTHER EQUITY SECURITIES, OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES AND/OR INVESTMENT SECURITIES GIVING ACCESS TO EQUITY SECURITIES TO BE ISSUED BY THE COMPANY, AS CONSIDERATION FOR CONTRIBUTIONS IN KIND CONSISTING OF EQUITY SECURITIES OR INVESTMENT SECURITIES GIVING ACCESS TO THE SHARE CAPITAL, THE DURATION OF THE DELEGATION, THE MAXIMUM NOMINAL AMOUNT OF THE CAPITAL INCREASE The General Meeting of Shareholders, after having read the report of the Board of Directors and the special report of the Statutory Auditors and in accordance with the provisions of the French Commercial Code, particularly Articles L. 225-129-2, L. 225-147, L. 225-147-1, L. 22-10-53 and L. 228-92: delegates to the Board of Directors, with the option of subdelegation 1. under the conditions set by law, its authority to proceed, in one or more installments, in the proportions and at the times it sees fit, either in euros, in foreign currencies or in any other unit of account established by reference to a set of currencies, and with cancelation of shareholders’ preferential subscription rights, with the issue of ordinary shares and/or equity securities giving access to other equity securities or granting entitlement to the allocation of debt securities, and/or investment securities giving access to equity securities to be issued by the Company in order to remunerate contributions in kind granted to the Company and consisting of equity securities or investment securities giving access to the share capital, when the provisions of Article L. 22-10-54 of the French Commercial Code are not applicable;

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PLASTIC OMNIUM Notice of meeting 2022