Combined General Meeting of Air Liquide Shareholders of April 30, 2024

On Tuesday, April 30^th, the 2024 Annual General Meeting of Air Liquide Shareholders, chaired by Benoît Potier, Chairman of the Board of Directors, in the presence of François Jackow, Chief Executive Officer, the members of the Board of Directors, and Jérôme Pelletan, Chief Financial Officer, gathered 3,225 attendees to the Palais des Congrès in Paris, France. The Shareholders, who represented 57.91% of voting rights, i.e. 86,061 Shareholders present or represented, approved all the resolutions presented.

Benoît Potier, Chairman of the Board of Directors, opened alongside the Directors Air Liquide’s Annual General Meeting, which had for theme this year ‘Performing for what matters’. Jérôme Pelletan, Chief Financial Officer, detailed the Group’s very strong financial and extra-financial performances. In particular, he emphasized the record level of investment decisions, the reduction in CO2 emissions in absolute terms in 2023 for the first time, and the decision to double the ambition for operating margin growth for 2025 under the ADVANCE strategic plan.

Benoît Potier then presented the Group’s strategic framework in 2023, reviewing the global context and its implications for the Group. He underlined Air Liquide’s exceptional ability to develop solutions for the future for and with its customers. François Jackow, Chief Executive Officer, reviewed Air Liquide’s highlights of 2023 and outlook for 2024. He notably emphasized that the Group’s long-term growth ambitions go hand-in-hand with  clear, measurable, and ambitious ESG strategy and targets.

Benoît Potier took the floor again to present the elements related to Governance and the work carried out in 2023. Xavier Huillard, Lead Director, then presented as Chairman of the Remuneration Committee the remuneration of the Group’s corporate officers. The Statutory Auditors continued with a summary of their reports.

This was followed by more than one hour of discussion with the audience, and the session concluded with votes on the 23 resolutions.

The proposed dividend, with an ex-date of May 20, 2024, and a payment scheduled for May 22, 2024, was approved: it will be of 3.20 euros  per share and 3.52 euros per share for shares 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 eligible for the loyalty bonus), will take place on June 12, 2024. 

The Annual General Meeting renewed the terms of office of two independent Directors, Kim Ann Mink and Monica de Virgiliis, for a period of four years. The term of office of Fatima Tighlaline, Director representing the employees, was renewed by decision of the European Works Council, also for a period of four years from today’s Annual General Meeting. These three terms of office will therefore expire at the close of the 2028 Annual General Meeting (called to approve the financial statements for the financial year 2027).

The Board of Directors thus remains composed of 14 members: 12 members appointed by the Annual General Meeting, the vast majority of whom are independent (83% independent Directors), including five women (42%) and five foreign nationals, and two Directors representing the employees. The composition of the Board offers a diversity of profiles, experience, skills, nationalities and cultures, adapted to the Group’s challenges. It reflects the diversity policy implemented by the Board of Directors.

In addition, the Annual General Meeting voted in favor of the 2023 remuneration components for:

• François Jackow, as Chief Executive Officer;
• Benoît Potier, as Chairman of the Board of Directors;

as well as on the information related to the remunerations of all corporate officers for 2023.

The Annual General Meeting also approved the remuneration policy for corporate officers applicable to:

• François Jackow, as Chief Executive Officer;
• Benoît Potier, as Chairman of the Board of Directors;
• and non-executive Directors.

Lastly, on the recommendation of the Appointments and Governance Committee, the Board of Directors held today, renewed the terms of office of Kim Ann Mink, Fatima Tighlaline and Monica de Virgiliis in the relevant Committees. The composition of the Committees thus remains unchanged: 

• Audit and Accounts Committee: Catherine Guillouard (Chairwoman), Aiman Ezzat, Bertrand Dumazy;
• Appointments and Governance Committee: Xavier Huillard (Chairman), Annette Winkler, Bertrand Dumazy;
• Remuneration Committee: Xavier Huillard (Chairman), Kim Ann Mink, Fatima Tighlaline (Director representing the employees);
• Environment and Society Committee: Annette Winkler (Chairwoman), Philippe Dubrulle (Director representing the employees), Monica de Virgiliis.

The full broadcast of the Annual General Meeting is available at:

https://www.airliquide.com/2024-annual-general-meeting

Air Liquide share ownership (as at December 31, 2023):

• 34% of the capital held by individual Shareholders
• 53% of the capital held by foreign institutional investors
• 13% of the capital held by French institutional investors