Combined Shareholders’ Meeting of May 3rd, 2017

May 3, 2017

Investors

Media

Commenting on fiscal year 2016 and the Group’s growth outlook, Benoît Potier, Chairman and CEO, stated: “In 2016, the Group took a major step forward in its geographic development and the expansion of its markets with the acquisition of Airgas. Its 2016 performance was solid and a sound balance sheet was preserved. Air Liquide is fully on track and focused on completing the integration of Airgas and achieving the expected synergies. The Group also continues to implement its customer-centric transformation strategy, which combines targeted investments, digital development and innovations. Thanks to its solid fundamentals and well-defined roadmap, to its committed teams, to the trust of its customers, and the support of its shareholders, the Group is confident in its ability to create long term value and contribute to a more sustainable world.”

The Combined Shareholders’ Meeting of Air Liquide, chaired by Benoît Potier, the Company’s Chairman and CEO, in the presence of the members of the Board of Directors, was attended by 3,874 people on Wednesday, May 3, 2017, at the Palais des Congrès in Paris. The shareholders, who represented 49.9% of the voting rights, i.e. 131,121 shareholders in attendance or represented by proxy, approved all of the resolutions that were submitted.

The proposed dividend, with an ex-date of May 15 and a payment date of May 17, 2017, was approved: it will be 2.60 € per share and 2.86 € per share for shareholders who are eligible for the loyalty bonus. A free share attribution, equal to one free share for every 10 held, will take place in the second half of 2017.

The Shareholders approved the reappointment of board member Mr. Thierry Peugeot and appointed Mr. Xavier Huillard to the Board, each for a term of four years.
The Board of Directors is now composed of 12 members, including 5 women, and 6 members who are not French. The current composition of the Board offers a complementary mix of experience, nationalities and cultures, and reflects the diversity policy conducted by the Group.

In addition, the Shareholders expressed a favorable opinion on the remuneration of the company’s executive officers for fiscal year 2016 in connection with two specific resolutions. The Shareholders also approved the principles and criteria for determining the remuneration of the company’s executive officers, applicable starting in 2017, in accordance with the new Sapin 2 Law.

Meeting at the end of the Combined Shareholders’ Meeting, the Board of Directors designated Mr. Jean-Paul Agon to serve as Lead Director of the Board. In addition, the Board decided to form a new Committee, in charge of environmental and societal issues, which will be chaired by Mr. Pierre Dufour. The amended Internal Regulations of the Board of Directors, including in particular the formation of this Committee, will be published on the Company’s website.

Lastly, on the recommendation of the Appointments and Governance Committee, the Board appointed the following individuals to serve on its committees, resulting in the composition indicated below, effective as of today:

Audit and Accounts Committee: Ms. Siân Herbert-Jones (Chairwoman), Ms. Sin-Leng Low, Mr. Thierry Peugeot, Mr. Brian Gilvary
Appointments and Governance Committee: Mr. Jean-Paul Agon (Chairman), Ms. Annette Winkler, Ms. Karen Katen
Remuneration Committee: Mr. Jean-Paul Agon (Chairman), Mr. Xavier Huillard, Ms. Annette Winkler
Environment and Society Committee: Mr. Pierre Dufour (Chairman), Ms. Geneviève Berger, Mr. Philippe Dubrulle

In compliance with the Afep-Medef Code, a disclosure pertaining to the financial terms and conditions of the retirement of Mr. Pierre Dufour will be published on the company’s website.

The entire Shareholders’ Meeting can be viewed as a webcast on www.airliquide.com.