Renault : Report - Renault's 2022 Annual General Meeting

REPORT OF THE

ANNUAL GENERAL MEETING OF MAY 25, 2022

• The Annual General Meeting was held on May 25, 2022, at the Palais des Congrès - 2 Place de la Porte Maillot - 75017 Paris.
• The quorum was 61.02%.
• An assessment of the "Resurrection" phase and the new "Renovation" phase of the "Renaulution" strategic plan were presented at the Meeting.
• All resolutions submitted to the shareholders' vote were approved.

After two meetings held in closed session due to restrictions imposed by the health crisis, Renault's Annual General Meeting of May 25, 2022, was held in the presence of shareholders at the Palais des Congrès - 2 Place de la Porte Maillot - 75017 Paris.

The Annual General Meeting was also broadcast live and the video will remain available for three years in full and in replay on the page dedicated to the Meeting on Renault Group's website (https://www. https://www.renaultgroup.com/en/finance-2/general-meeting).

Conduct of the Annual General Meeting

Composition of the Bureau and introduction

The Bureau of the Meeting was composed of:

• Mr. Jean-Dominique Senard, Chairman of the Meeting;
• Two scrutineers: Mr. Vincent Le Biez, representative of the French State, and Ms. Frédérique Debril, representative of Amundi, the two shareholders holding the greatest number of votes who accepted this function;
• Ms. Quitterie de Pelleport, Secretary of the Meeting.

The Chairman noted at the beginning of the meeting that the quorum amounted to 61.02% of the shares having the right to vote and that, consequently, the Annual General Meeting could validly be held.

As a preamble, Mr. Jean-Dominique Senard thanked and congratulated the teams who have enabled the Company to rebound in 2021. These results were achieved despite a difficult context and multiple crises: shortage of semiconductors, rising raw material prices, structural inflation and the continuing Covid-19 pandemic. These crises were compounded by the outbreak of war in Ukraine in February 2022, which led the Group to close its operations in Russia. Despite these uncertainties, Mr. Senard reiterated his confidence in the future, due in particular to exemplary governance, the Renaulution strategic plan which is bearing its first fruits, and the extremely strong momentum of the Alliance.

Financial results

Mr. Thierry Piéton, Chief Financial Officer of Renault Group, outlined the financial and commercial results for 2021, before presenting the revenues for the first quarter of 2022. The Group's financial situation has led the Board of Directors not to propose to the Annual General Meeting the distribution of dividends as part of the allocation of the net result for the 2021 financial year.

Renovation and ESG strategy

Mr. Luca de Meo, Chief Executive Officer of Renault Group, presented the Group's turnaround, which marks the success of the "Resurrection" phase of the Renaulution strategic plan. According to him, the "Renovation" phase, the second part of the Renaulution, is also starting to show good results. He then presented the progress of the new ESG strategy, which aims to develop sustainable automotive around the pillars of carbon neutrality, circular economy, inclusion and safety. Finally, he detailed the ambition to position Renault Group at the forefront of the four revolutions that are transforming the automotive industry: electric cars, sustainable cars, software and mobility services.

Governance and Compensation

Mr. Pierre Fleuriot, Chairman of the Governance and Compensation Committee, presented an overview of the activities of the Board of Directors and its Committees in 2021, as well as the evolution of the Board of Directors' composition following the 2022 Annual General Meeting, namely:

• the renewal of the terms of office of Ms. Catherine Barba and Mr. Pierre Fleuriot (independent directors) and Mr. Joji Tagawa (director appointed on the proposal of Nissan); and
• the end of the term of office of Ms. Pascale Sourisse (independent director).

Details were also given of the compensation paid to directors and corporate officers during or in respect of the 2021 financial year pursuant to the compensation policies approved by the Annual General Meeting of April 21, 2021, and of the compensation policies for the 2022 financial year.

Discussion with shareholders

This year, four shareholders submitted a twenty-five written questions to the Chairman of the Board of Directors in advance of the General Meeting. The answers provided by the Board of Directors to these written questions are available on the General Meeting page of Renault's website.

Moreover, in addition to the "written questions" legal mechanism, shareholders were able to ask their questions on the General Meeting page of the website from May 19, 2022, in writing even during the Meeting or by video until the day before the Meeting.

Finally, several shareholders present at the Annual General Meeting were able to discuss directly with Renault's management prior to the vote on the resolutions. They asked about fifteen questions on the following topics the situation of Renault Group in Russia, the evolution of the Group's workforce, the employee shareholding plan, the fairness ratio in the compensation applied within the Group, the pricing policy, the electric vehicle ecosystem, the recycling of electric batteries, the strategy for attracting digital talents, the dividend policy, the study concerning the electric and thermic businesses, the capital links between the partners of the Alliance, Renault's raison d'être, the Group's strategies in terms of hybrid vehicles and partnerships.

Jean-Dominique Senard and Luca de Meo, as well as Thierry Piéton, answered shareholders' questions asked at the Meeting or via the dedicated portal on Renault's website.

Approval of all resolutions

12,172 shareholders participated in the Annual General Meeting (either by remote voting, by proxy to the Chairman or to a third party, or by attendance at the Meeting), representing 150,679,616 shares and 199,602,541 voting rights. The quorum was therefore 61.02%.

At this Annual General Meeting, all the proposed resolutions were adopted. In particular, the Annual General Meeting took the following decisions:

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• Approval of the annual financial statements and consolidated financial statements for the year ended December 31, 2021;
• Allocation of the net result without distribution of dividends for the year ended December 31, 2021;
• Renewal of the terms of office of three Directors:

• 1. Mrs. Catherine Barba, o Mr. Pierre Fleuriot, and o Mr. Joji Tagawa;
• Approval of the 2021 compensation package for corporate officers (ex post "say-on-pay");
• Approval of the modification of a performance criterion of the long-term variable compensation of the Chief Executive Officer granted in respect of fiscal year 2020;
• Approval of the 2022 compensation policies for corporate officers (ex ante "say-on-pay");
• Ratification of the Board of Directors' decision to transfer the address of the Company's registered office;
• Renewal of the share buyback program;
• Renewal of financial authorizations.

The detailed voting results of the Annual General Meeting are available on the Company's website (https://www.renaultgroup.com/en/finance-2/general-meeting/).

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