2021 UNIVERSAL REGISTRATION DOCUMENT

2. Corporate Governance

DETAILS OF WEIGHTINGS OF ANNUAL VARIABLE REMUNERATION FOR 2022
60% FINANCIAL CRITERIA
  • 15% Sales
  • 15% Operating profit
  • 10% Growth in sales/panel
  • 10% EPS
  • 10% Cash Flow
40% EXTRA-FINANCIAL AND QUALITATIVE CRITERIA
  • Extra-financial criteria 25%
  • 10% CSR - L’Oréal for the Future programme
  • 7.5% Human Resources
  • 7.5% Digital Development
  • Qualitative criteria 15%
  • 7.5% Management
  • 7.5% Image, company reputation, relationships with stakeholders
DETAILS OF NON-FINANCIAL CRITERIA LINKED TO THE PROGRESS OF THE L’ORÉAL FOR THE FUTURE PROGRAMME USED TO ASSESS THE PERFORMANCE OF THE EXECUTIVE CORPORATE OFFICER IN 2022
Transforming our business
  • By 2030, all Group products will be eco-designed.
Fighting climate change
  • By 2025, reaching carbon neutrality for all Group sites by improving energy efficiency and using 100% renewable energy.
  • By 2030, average reduction of 50% per finished product of greenhouse gas emissions related to the transport of Group products compared with 2016.
Managing water sustainably
  • By 2030, 100% of the water used in the Group’s manufacturing processes will be recycled and reused in a loop.
Respectingbiodiversity
  • By 2030, 100% of ingredients in the Group’s formulas and bio-sourced packaging materials will be traceable and come from sustainable sources.
Preserving natural resources
  • By 2030, 95% of ingredients in the Group’s formulas will be bio-sourced, and come from abundant minerals or circular processes.
  • By 2030, 100% of the Group’s plastic packaging will be recycled or bio-sourced (target of 50% by 2025).
Empowering our ecosystem in our transformation
  • By 2030, 100,000 people from underprivileged communities will be helped by the Group to access employment.

Insofar as the payment of variable and exceptional elements allocated to the executive corporate officer are subject to the approval of the Annual General Meeting of shareholders, no provision has been made for an extension period or the possibility for the Company to demand the return of the annual variable remuneration.

Granting of performance shares

Since 2009, the Board of Directors has granted performance shares to employees of the Group and, since 2012, also to its executive corporate officer, within the scope of Articles L. 225-197-1 et seq., L. 22-10-59, L 22-10-60 and L. 22-10-8 of the French Commercial Code and the authorisations approved by the Annual General Meeting.

These grants are linked to the performance and their aim is to encourage achievement of the Groups long-term objectives and the resulting value creation for the shareholders. Consequently, the final vesting of the shares is subject to performance conditions which are recorded at the end of a vesting period of four years from the grant date.

The value of these shares, estimated at the grant date according to the IFRS applied for the preparation of the consolidated financial statements, represents approximately 50% of the executive corporate officer’s annual remuneration and may not exceed 60%.

The Board of Directors reserves the possibility to decide on an additional grant if a particular event justifies it. This potential grant to the executive corporate officer, duly documented by the Board of Directors, may not exceed a total annual ceiling (taking into account any grants already awarded in the yearof 5% of the total number of free shares granted during that same financial year.