Plastic Omnium - 2020 Universal Registration Document

CORPORATE GOVERNANCE Information on share capital PLASTIC OMNIUM UNIVERSAL REGISTRATION DOCUMENT 2020 123 " $ # " ! $ 3.5 SHARE CAPITAL 3.5.1 Shares in Compagnie Plastic Omnium SE are listed on Euronext Paris (compartment A). Plastic Omnium shares are included in the SBF 120 and CAC Mid-60 indices. At December 31, 2020, Compagnie Plastic Omnium SE’s share capital amounted to €8,913,966.42 divided into 148,566,107 fully paid-up shares with a par value of €0.06 each. Compagnie Plastic Omnium SE, having carried out a capital reduction by canceling treasury shares on February 25, 2021, has share capital since that date of €8,827,329.18 divided into 147,122,153 shares, each with a par value of €0.06. VOTING RIGHTS 3.5.2 Shareholders have the right to vote and speak at Shareholders’ Meetings. Each shareholder has one vote per fully paid-up share he or she holds. a spouse or a relative entitled to inherit the shares who received them as an inter vivos gift. In accordance with Article 18-11 of the bylaws, all fully paid-up shares held on a registered basis in the name of the same shareholder for at least two years are entitled to a double voting right with the shareholder having either bought or inherited the shares under intestacy rules or being If the share capital is increased by incorporating reserves, profits or share premiums, the double voting right is also attached to the registered bonus shares linked to the shares with double voting rights already held by the shareholder. A double voting right shall cease for any share, which has been the subject of a conversion to bearer form or a transfer. It may also be canceled by decision of an Extraordinary Shareholders’ Meeting. At December 31, 2020, excluding treasury shares, the Company had 146,177,608 shares with the same number of voting rights, including 90,607,873 shares with double voting rights. POTENTIAL SHARE CAPITAL 3.5.3 AND SECURITIES GIVING RIGHTS TO SHARE CAPITAL As at December 31, 2020, there were no securities or rights giving direct or indirect access to the share capital of Compagnie Plastic Omnium SE. CURRENT AUTHORIZATIONS RELATING TO CAPITAL AND SECURITIES CARRYING 3.5.4 RIGHTS TO THE ALLOCATION OF DEBT SECURITIES – USE OF AUTHORIZATIONS The Company’s shareholders have delegated the following powers and financial authorizatidzons to the Board of Directors: AUTHORIZATIONS GRANTED TO THE BOARD OF DIRECTORS BY THE SHAREHOLDERS’ MEETING 3.5.4.1 OF APRIL 26, 2018 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 21 Authorization to grant performance shares to corporate officers and employees of the Company and/or Group companies 38 months – until June 25, 2021 Maximum holding: 1% of share capital, to be deducted from the 1% in the 18 th resolution approved at the Shareholders’ Meeting on April 28, 2016 The Board of Directors of Compagnie Plastic Omnium SE decided: at its meeting of February 13, ● 2019, to grant 400,000 performance shares, i.e. 0.27% of the share capital to 255 beneficiaries, at its meeting of December 11, ● 2020, to grant 228,373 performance shares, i.e. 0.15% of the share capital to 55 beneficiaries.