Air Liquide Combined Shareholders’ Meeting of May 4, 2022

The Shareholders’ Meeting of Air Liquide, chaired by Benoît Potier, Chairman and CEO, in the presence of the members of the Board of Directors, was attended by 2,492 people on Wednesday, May 4, 2022, at the Palais des Congrès in Paris. After two General Meetings held behind closed doors due to the sanitary crisis, this was the Group's first General Meeting to allow its Shareholders to join again in person. The Shareholders, who represented 55.60% of the voting rights, i.e. 90,295 Shareholders present or represented, approved all of the resolutions that were submitted.

The theme of this year's General Assembly was "Ready for the Future". With a focus on innovation, Benoît Potier, alongside the Directors of the Board, presented the Group's main strategic progress over the last years as well as its outlook. François Jackow, Executive Vice President, presented ADVANCE, the new strategic plan of the Group for 2025. More than 40 minutes of discussion followed with the audience.

The proposed dividend, with an ex-date of May 16 and a payment date of May 18, 2022, was approved : it will be 2.90 euros per share (and 3.19 euros per share eligible for the loyalty bonus). A free share attribution, equal to one free share for every 10 held (with a 10% increase in the number of bonus shares distributed in respect of shares benefiting from the loyalty bonus), will take place on June 8, 2022.

The Shareholders renewed, for a period of four years, the terms of office of Ms. Annette Winkler and Mr. Benoît Potier. Mr. François Jackow, who will take over as Chief Executive Officer as of June 1, 2022, replacing Mr. Benoît Potier in this role, was elected Director of the Board for a period of four years. The terms of office of Ms. Sin Leng Low and Mr. Jean-Paul Agon having come to an end at the close of the General Meeting, the Board of Directors expressed its sincere thanks for their respective contributions.

The term of office of Mr. Philippe Dubrulle as Director representing the employees was renewed by the Group Committee in France for four years.

The Board of Directors is thus composed of 12 members : 10 members elected by the Shareholders, very largely independent (80% of independent Directors) out of which 5 women (50% of the Board) and 4 Directors of foreign nationality, and 2 Directors representing the employees. The current composition of the Board offers a diversity of profiles, experiences, nationalities and cultures, and reflects the diversity policy implemented by the Board of Directors.

In addition, the Shareholders voted in favor of the resolution concerning the 2021 remuneration of Mr. Benoît Potier, as Chairman and CEO, and on the information concerning the compensation of all Corporate Officers for 2021. The Shareholders also approved the principles and criteria for determining the remuneration policy of the Corporate Officers related to :

• Mr. Benoît Potier (as Chairman and Chief Executive Officer from January 1, 2022, to May 31, 2022, and as Chairman of the Board starting June 1, 2022)
• Mr. François Jackow (as Chief Executive Officer starting June 1, 2022)
• The non-executive Directors of the Board

Lastly, on the recommendation of the Appointments and Governance Committee, the Board, during its meeting held today, at the end of the General Meeting, (i) renewed Mr. Benoît Potier as Chairman and Chief Executive Officer until May 31, 2022, (ii) confirmed its decision to separate the functions of Chairman of the Board of Directors and of Chief Executive Officer beginning on June 1, 2022 and in this context, renewed Mr. Benoît Potier as Chairman of the Board of Directors and appointed Mr. François Jackow as Chief Executive Officer also from June 1, 2022.

During this meeting, the Board appointed Mr. Xavier Huillard, independent Director, as Lead Director and confirmed to maintain Mr. Xavier Huillard in its function in the context of the separation of the functions of Chairman of the Board and Chief Executive Officer, as of June 1, 2022. Finally, the Board made required appointments and renewals within its Committees, which  are now composed as follows :

• Audit and Accounts Committee: Ms. Siân Herbert-Jones (Chairwoman), Ms. Anette Bronder, Mr. Aiman Ezzat
• Appointments and Governance Committee: Mr. Xavier Huillard (Chairman), Ms. Annette Winkler, Mr. Bertrand Dumazy
• Remuneration Committee: Mr. Xavier Huillard (Chairman), Ms. Kim Ann Mink, Ms. Fatima Tighlaline (Director representing the employees)
• Environment and Society Committee: Ms. Annette Winkler (Chairwoman), Ms. Geneviève Berger, Mr. Philippe Dubrulle (Director representing the employees)

The entire Shareholders’ Meeting can be viewed as a webcast on:

 https://www.airliquide.com/investors/2022-annual-general-meeting

Air Liquide share ownership (as at December 31, 2021)

• 33% of the capital held by individual shareholders
• 52% of the capital held by non-French institutional investors
• 15% of the capital held by French institutional investors