Plastic Omnium - 2020 Universal Registration Document

SHAREHOLDERS' MEETING Text of the resolutions submitted for approval by the Combined Shareholders’ Meeting on April 22, 2021 www.plasticomnium.com PLASTIC OMNIUM UNIVERSAL REGISTRATION DOCUMENT 2020 314 decides that the price of shares to be issued under this delegation, may ● not be less than 30%, or 40% when the lock-up period provided for in Articles L. 3332-25 and L. 3332-26 of the French Labor Code is equal to or more than ten years, the average opening share price over the last twenty trading sessions preceding the Board of Director’s decision to increase the capital and issue the corresponding number of shares; or exceed this 20-day average; decides that, pursuant to Article L. 3332-21 of the French Commercial ● Code, the Board of Directors may freely allocate to beneficiaries defined in the first paragraph above, existing or to be issued shares, or other existing or to be issued securities giving access to the share capital of the Company in respect of (i) the contribution that may be paid pursuant to the regulations of the employee savings plan of the Company or of the Group and/or (ii) if applicable, the discount; acknowledges that this delegation cancels any prior delegation with the ● same purpose. The Board of Directors may decide whether or not to implement this authorization, and take all steps and carry out all formalities as necessary. THIRTY-FIRST RESOLUTION: RATIFICATION OF THE AMENDMENTS CARRIED OUT BY THE BOARD OF DIRECTORS TO RECONCILE THE COMPANY BYLAWS WITH LEGAL AND REGULATORY PROVISIONS The Shareholders’ Meeting, having reviewed the Board of Directors’ report and in accordance with the provisions of Article L. 225-36 paragraph 2 of the French Commercial Code ratifies the amendments made by the Board of Directors to the Company’s bylaws in order to comply with the new legislative and regulatory provisions as detailed in the report of the Board of Directors. THIRTY-SECOND RESOLUTION: DELEGATION GRANTING THE BOARD OF DIRECTORS THE POWER TO RECONCILE THE COMPANY BYLAWS WITH LEGAL AND REGULATORY PROVISIONS The Shareholders’ Meeting, voting in accordance with the quorum and majority requirements applicable to Extraordinary Shareholders’ Meetings, having reviewed the Board of Directors’ report, grants full powers to the Board to reconcile the Company’s bylaws with legal and regulatory provisions, subject to ratification of these amendments by the next Extraordinary Shareholders’ Meeting. THIRTY-THIRD RESOLUTION: POWERS FOR FORMALITIES The Shareholders’ Meeting grants full powers to the bearer of an original, a copy or an extract of the minutes of the Meeting to carry out any and all legal filings and formalities.