Annual General Meeting of Shareholders, May 7, 2008

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Air Liquide’s Board of Directors met on March 13, 2008 and approved the draft resolutions which will be submitted to the Annual General Meeting of Shareholders, according to the agenda attached. Chaired by Benoît Potier, the company’s Chairman and Chief Executive Officer, this Shareholders meeting will be held on Wednesday, May 7, 2008, at 3 p.m., at the Palais des Congrès, in Paris.

Notice of the meeting, valid as a notice of convocation and incorporating the agenda and draft resolutions, was published in the BALO legal gazette on March 17, 2008.

All of the resolutions to be voted upon at the Annual General Meeting of Shareholders, together with a presentation of their related objectives, and practical information about how to participate in the meeting, are available on the Group’s website: agm.airliquide.com

Agenda for Annual General Meeting of Shareholders 7th May, 2008

Ordinary Shareholders’ Meeting

  • Board of Directors' reports.
  • Statutory auditors’ reports.
  • Approval of the Company’s financial statements for fiscal year 2007.
  • Approval of the consolidated financial statements for fiscal year 2007.
  • Appropriation of 2007 earnings; setting of the dividend.
  • Authorization granted to the Board of Directors to allow the Company to trade in its own shares.
  • Renewal of term of office or appointment of three members of the Board of Directors.
  • Setting of directors’ fees.
  • Approval of the agreements referred to in Articles L. 225-38 and L. 225-42-1 of the French Commercial Code and of the statutory auditors’ special report.
  • Authorization granted to the Board of Directors to issue bonds.

Extraordinary Shareholders’ Meeting

  • Authorization granted to the Board of Directors to reduce the share capital by cancellation of treasury shares.
  • Delegation of powers to the Board in order to issue free share subscription warrants if a public offer is launched on the Company.
  • Delegation of authority in order to increase share capital via the issuance of ordinary shares with retention of shareholders’ preferential share subscription rights.
  • Delegation of authority in order to increase in the event of oversubscription the issuance amount of ordinary shares with retention of shareholders’ preferential subscription rights.
  • Delegation of authority to increase share capital by capitalizing share premiums, reserves, profits or other.
  • Delegation of authority to perform capital increases reserved for members of Company or Group savings plans.
  • Delegation of authority to perform share capital increases reserved for a category of beneficiaries.

Ordinary Shareholders’ Meeting

  • Powers for formalities.