Invitation to our General Meeting 2021

Proposed resolutions and purpose

Resolution 9

Regulated agreements

Purpose

During the 2020 fiscal year, no new regulated agreement, was submitted for the approval of the Board of Directors.

As provided by law, the Board of Directors carried out an annual review of agreements entered into and approved during previous fiscal years which continued to be applied during the year ended December 31, 2020.

In the 9th resolution you are asked to take note that the Statutory Auditors’ Special Report on regulated agreements does not mention any new agreement.

The Special Report is included in Chapter 6 of the 2020 Universal Registration Document.

NINTH RESOLUTION

(Statutory Auditors’ special report on agreements covered by the articles L. 225-38 and seq. of the French Commercial Code)

The shareholders, deliberating according to the quorum and majority required for Ordinary General Meetings, duly note that the Statutory Auditors’ Special Report on the agreements and transactions covered by articles L. 225-38 et seq. of the French Commercial Code required by the legal and regulatory provisions in force, and which makes no mention of any new agreement, has been submitted to them.

Resolution 10 

Approval of the remuneration of executive officers paid in 2020 or awarded in respect of the 2020 fiscal year

Purpose

Pursuant to article L. 22-10-34 II of the French Commercial Code, shareholders are asked in the 10th resolution to approve the fixed, variable and exceptional components of the total remuneration and other benefits paid in 2020 or awarded in respect of the 2020 fiscal year to Mr Benoît Potier. It is specified that no exceptional remuneration has been paid or awarded in 2020.

The components of remuneration are described in the Report on Corporate Governance included in the 2020 Universal Registration Document and are summarized in the 2021 Invitation to the Annual General Meeting. They were paid or awarded in line with the remuneration policy approved by the General Meeting on May 5, 2020.

TENTH RESOLUTION

(Approval of the elements of remuneration paid during or awarded in respect of the fiscal year ended December 31, 2020 to Mr Benoît Potier)

The shareholders, deliberating according to the quorum and majority required for Ordinary General Meetings, approve, pursuant to article L. 22-10-34 II of the French Commercial Code, the fixed, variable and exceptional components of the total remuneration and other benefits paid during or awarded in respect of the fiscal year ended December 31, 2020 to Mr Benoît Potier, as presented in the Company’s 2020 Universal Registration Document, Chapter 3 “Corporate Governance”, in the section “Remuneration of L’ Air Liquide S.A. corporate officers”, in the paragraph “Elements of the total remuneration and benefits of any kind paid during or awarded in respect of the fiscal year ended December 31, 2020 to Mr Benoît Potier and on which the General Meeting of May 4, 2021 is invited to vote”.