Invitation to our General Meeting 2024

Introduction

RESOLUTION 7 REGULATED AGREEMENTS

Purpose

During the 2023 fiscal year, no new regulated agreements were submitted for the prior approval of the Board of Directors.

As provided by law, the Board of Directors carried out an annual review of agreements approved and concluded during previous fiscal years which continued to be applied during the year ended December 31, 2023.

In the 7th resolution, you are asked to take note of the fact that the Statutory Auditors’ Special Report on regulated agreements does not mention any new agreements.

The Special Report is included in Chapter 6 of the 2023 Universal Registration Document.

SEVENTH RESOLUTION

(Statutory Auditors’ Special Report on agreements covered by the articles L. 225-38 et seq. of the French Commercial Code)

The General Meeting, deliberating according to the quorum and majority required for Ordinary General Meetings, duly notes that the

Statutory Auditors’ Special Report on the agreements covered by articles L. 225-38et seq. of the French Commercial Code required by the legal and regulatory provisions in force has been submitted to the General Meeting and that it makes no mention of any new agreement during the fiscal year ended December 31, 2023.

RESOLUTIONS 8 AND 9 APPROVAL OF THE REMUNERATION OF COMPANY OFFICERS PAID OR AWARDED IN RESPECT OF THE 2023 FISCAL YEAR

Purpose

Pursuant to article L. 22-10-34 II of the French Commercial Code, you are asked:

  • in the 8th resolution to approve the fixed, variable and exceptional elements of the total remuneration and other benefits paid in 2023 or awarded in respect of the 2023 fiscal year to Mr François Jackow as Chief Executive Officer. It is specified that no exceptional remuneration was paid or awarded to him in 2023;
  • in the 9th resolution to approve the fixed, variable and exceptional elements of the total remuneration and other benefits paid in 2023 or awarded in respect of the 2023 fiscal year to Mr Benoît Potier as Chairman of the Board of Directors. It is specified that no variable remuneration, LTI or exceptional remuneration were paid or awarded to him in 2023.

These elements of remuneration are described in the Report on Corporate Governance included in Chapter 3 of the 2023 Universal Registration Document. They were paid or awarded in line with the remuneration policy approved by the General Meeting on May 3, 2023.

EIGHTH RESOLUTION

(Approval of the components of the remuneration paid during or awarded in respect of the fiscal year ended December 31, 2023 to Mr François Jackow, Chief Executive Officer)

The General Meeting, deliberating according to the quorum and majority required for Ordinary General Meetings, approves, pursuant to article L. 22-10-34-II of the French Commercial Code, the fixed, variable and exceptional elements of the total remuneration and benefits of any kind paid during the fiscal year ended December 31, 2023, or awarded for the same fiscal year to Mr François Jackow, Chief Executive Officer as presented in the Company’s 2023 Universal Registration Document, in Chapter 3 “Corporate governance”, in the section entitled “Remuneration of L’Air Liquide S.A. corporate officers,” in the paragraph headed “Elements of the total remuneration and benefits of any kind paid during or awarded in respect of the 2023 fiscal year, to Mr François Jackow and on which the General Meeting of April 30, 2024, is invited to vote.”

NINTH RESOLUTION

(Approval of the components of the remuneration paid during or awarded in respect of the fiscal year ended December 31, 2023 to Mr Benoît Potier, Chairman of the Board of Directors)

The General Meeting, deliberating according to the quorum and majority required for Ordinary General Meetings, approves, pursuant to article L. 22-10-34-II of the French Commercial Code, the fixed, variable and exceptional elements of the total remuneration and benefits of any kind paid during the fiscal year ended December 31, 2023, or awarded for the same fiscal year to Mr Benoît Potier, Chairman of the Board of Directors, as presented in the Company’s 2023 Universal Registration Document, in Chapter 3 “Corporate governance”, in the section entitled “Remuneration of L’Air Liquide S.A. corporate officers,” in the paragraph headed “Elements of the total remuneration and benefits of any kind paid during or awarded in respect of the 2023 fiscal year, to Mr Benoît Potier and on which the General Meeting of April 30, 2024, is invited to vote.”