Plastic Omnium - 2020 Universal Registration Document

2020 STATUTORY FINANCIAL STATEMENTS Special report of the Statutory Auditors on related party agreements PLASTIC OMNIUM UNIVERSAL REGISTRATION DOCUMENT 2020 295 #! " ! "$ $ #$ $%$ ") % $ "# 6.8 " $ ! "$) " $# SPECIAL AUDITORS’ REPORT ON RELATED PARTY AGREEMENTS To the Shareholders, In our capacity as statutory auditors of your Company, we hereby present our report on related party agreements. We are required to inform you, on the basis of the information provided to us, of the terms and conditions of those agreements indicated to us, or that we may have identified in the performance of our engagement, as well as the reasons justifying why they benefit the Company. We are not required to give our opinion as to whether they are beneficial or appropriate or to ascertain the existence of other agreements. It is your responsibility, in accordance with Article R. 225-31 of the French Commercial Code (Code de commerce) , to assess the relevance of these agreements prior to their approval. We are also required, where applicable, to inform you in accordance with Article R. 225-31 of the French Commercial Code (Code de commerce) of the continuation of the implementation, during the year ended 31 December 2020, of the agreements previously approved by the Annual General Meeting. We performed those procedures which we deemed necessary in compliance with professional guidance issued by the French Institute of Statutory Auditors (Compagnie nationale des commissaires aux comptes) relating to this type of engagement. These procedures consisted in verifying the consistency of the information provided to us with the relevant source documents. AGREEMENTS SUBMITTED FOR APPROVAL TO THE ANNUAL GENERAL MEETING We hereby inform you that we have not been notified of any agreements authorized during the year ended 31 December 2020 to be submitted to the Annual General Meeting for approval in accordance with Article L.225-38 of the French Commercial Code (Code de commerce) . AGREEMENTS PREVIOUSLY APPROVED BY THE ANNUAL GENERAL MEETING In accordance with Article R. 225-30 of the French Commercial Code (Code de commerce) , we have been notified that the implementation of the following agreements, which were approved by the Annual General Meeting in prior years, continued during the year ended 31 December 2020. With the entity Burelle, which diectly owns 58.78% of your company’s share capital. PERSONS CONCERNED Mr. Laurent Burelle, President and CEO of Burelle, Mr. Paul Henry Lemarié, Managing Director of Burelle, Mr. Jean Burelle and Mrs. Eliane Lemarié and Félicie Burelle, directors of Burelle. 1. Agreement for the provision of services by the general management of your group NATURE AND PURPOSE This agreement relates to amendments to the agreement for the provision of services for the animation and the coordination of all your company’s activities, provided by your group’s general management, relating to the re-invoicing keys for the remuneration of executive directors for year ended 31 December, 2019. This agreement was authorized by your Board of Directors on December 13, 2019 and rejected by your Shareholders’ Meeting of April 23, 2020. Following the rejection by your company’s shareholders of the fifth resolution concerning these changes in allocation keys, your Board of Directors’ meeting of July 22, 2020 decided not to implement this amended agreement and to maintain the previous provisions, i.e., those relating to fiscal year 2018, authorized by your Board of Directors’ meeting of February 14, 2018 and approved by your shareholders’ meeting of April 25, 2019. The agreement for the provision of services by the general managementof your group therefore continued to have effect on the fiscal year 2020. In this respect, Burelle invoiced your company, for fiscal year 2019, an additional expense related to the application of the 2018 re-invoicing keys. As of December 31, 2020, your company recognized an expense of €591,950 for services provided by the general management of your group.