Plastic Omnium - 2018 Registration Document

2 CORPORATE GOVERNANCE Report from the Board of Directors on corporate governance www.plasticomnium.com PLASTIC OMNIUM 2018 REGISTRATION DOCUMENT 72 CURRENT AUTHORIZATIONS RELATING TO CAPITAL AND SECURITIES CARRYING RIGHTS TO THE ALLOCATION OF DEBT SECURITIES – USE OF AUTHORIZATIONS The Company’s shareholders have delegated the following powers and financial authorizations to the Board of Directors: Authorizations and delegations given to the Board of Directors at the Combined Shareholders’ Meeting on April 27, 2017 Resolution No. Type of authorization and delegated power Duration and expiry date Maximum amount per authorization or delegated power Use of the authorization or delegation of power 16 Delegation of authority to the Board of Directors to issue ordinary shares and/or equity securities providing access to other equity securities, or granting entitlement to the allocation of debt securities and/or investment securities providing access to equity securities to be issued by the Company, with preferential subscription rights 26 months – until June 26, 2019 €1 million for shares and €750 million for debt securities None 17 Delegation of authority to the Board of Directors to issue ordinary shares and/or equity securities providing access to other equity securities or entitling the allocation of debt securities and/or investment securities providing access to equity securities to be issued by the Company, without preferential subscription rights, through a public offer and/or as consideration for securities as part of a public exchange offer during the delegation 26 months – until June 26, 2019 €1 million for shares by way of an offer referred to in par. II of Article L. 411-2 of the French Monetary and Financial Code – €750 million for debt securities None 18 Delegation of authority to the Board of Directors to issue ordinary shares and/or equity securities providing access to other equity securities, or granting entitlement to the allocation of debt securities and/or investment securities providing access to equity securities to be issued by the Company, without preferential subscription rights by way of an offer referred to in par. II of Article L. 411-2 of the French Monetary and Financial Code 26 months – until June 26, 2019 €1 million for shares by way of an offer referred to in par. II of Article L. 411-2 of the French Monetary and Financial Code – €750 million for debt securities None 19 Delegation of authority to increase the number of shares or securities to be issued when a share issue with or without preferential subscription rights is made under the 16 th to 18 th  resolutions up to a maximum of 15% of the initial issue 26 months – until June 26, 2019 15% of the initial issue, the maximum authorized amount of which are: €1 million for shares – €750 million for transferable securities representative of debt None 20 Share capital increase reserved for Plastic Omnium employees savings plan (PEE) 26 months – until June 26, 2019 Maximum holding: 3% of the equity capital at the date of the Shareholders’ Meeting (i.e. a maximum of 4,574,301 shares at December 31, 2016) None