Vilmorin & Cie - Annual report 2017-2018

JOINT ANNUAL GENERAL MEETING of December 7, 2018 7 ANNUAL REPORT Vilmorin & Cie 242 2017-2018 Ninth resolution Decision on the components of the remuneration granted for fiscal year 2017-2018 to Mr. Philippe AYMARD, Chairman and CEO After acknowledging the report of the Board of Directors, which states that Mr. Philippe AYMARD exercises his functions without any compensation, the AGM approves the absence of compensation granted for fiscal year 2017-2018 to Mr. Philippe AYMARD, Chairman and CEO. Tenth resolution Approval of the fixed and variable components of total compensation and benefits of any kind paid or allocated in respect of the fiscal year ended June 30, 2018 to Mr. Emmanuel ROUGIER, Delegate CEO The Annual General Meeting, deliberating in compliance with conditions of quorum and majority required for Ordinary General Meetings of shareholders, after hearing the report of the Board of Directors on corporate governance, pursuant to article L.225-100 of the French Commercial Code, approves the fixed and variable items making up the total compensation and benefits of all kinds attributable to Mr. Emmanuel ROUGIER by virtue of his mandate as Delegate CEO for the fiscal year ending June 30, 2018. Eleventh resolution Approval of the fixed and variable components of total compensation and benefits of any kind paid or allocated in respect of the fiscal year ended June 30, 2018 to Mr. Daniel JACQUEMOND, Delegate CEO The Annual General Meeting, deliberating in compliance with conditions of quorum and majority required for Ordinary General Meetings of shareholders, after hearing the report of the Board of Directors on corporate governance, pursuant to Article L.225-100 of the French Commercial Code, approves the fixed and variable items making up the total compensation and benefits of all kinds attributable to Mr. Daniel JACQUEMOND by virtue of his mandate as Delegate CEO for the fiscal year ending June 30, 2018. Twelfth resolution Approval of the principles and criteria for determining, allotting and allocating fixed, variable and exceptional items making up the total compensation and benefits of any kind attributable to the Delegate CEO The Annual General Meeting, deliberating in compliance with conditions of quorum and majority required for Ordinary General Meetings of shareholders, after hearing the report of the Board of Directors on corporate governance, and pursuant to article L.225-37-2 of the French Commercial Code, approves the principles and criteria for determining, allotting and allocating fixed, variable and exceptional items making up the total compensation and benefits of all kinds attributable to the Delegate CEO. 7.2. Draft resolutions of an ordinary nature