Vallourec : Resolution voting

Ordinary & Extraordinary Shareholders' Meeting of 23 May 2024

Voting results

Meudon - 24 May 2024

Number of shares composing the share capital	237 271 828
Number of shares with voting rights	229 877 070
Number of voting rights	229 769 402
Number of shareholders present, represented or	3093
voting by post
Number of shares and voting rights owned by
shareholders present, rep-resented or voting by	174 671 741
post
Quorum	76.02 %

																	Vote										State of
	Résolutions
																										adoption
							For				%				Against				%			Abstention /
																				Invalid
					ORDINARY SHAREHOLDERS' MEETING
	Resolution 1 - Approval of the parent company financial statements for		174 090 537			99,99%			21 438			0,01%			559 766				Approved
	the 2023 fiscal year
	Resolution 2 - Approval of the consolidated financial statements for the		174 155 544			99,99%			21 438			0,01%			494 759				Approved
	2023 fiscal year
	Resolution 3 - Allocation of net income for the 2023 fiscal year			174 441 917			99,90%			179 503			0,10%			50 321				Approved
	Resolution 4 - Renewal of the appointment of KPMG as Statutory Auditor		171 205 859			98,04%			3 416 589			1,96%			49 293				Approved
	Resolution 5 - Appointment of Ernst	& Young	et	Autres	as	Statutory		172 560 618			98,82%			2 059 219			1,18%			51 904				Approved
	Auditor
	Resolution 6 - Appointment of Ernst	& Young	et	Autres	as	Statutory		171 713 678			98,35%			2 879 536			1,65%			78 527				Approved
	Auditor in charge of certifying sustainability reporting
	Resolution 7 - Renewal of the mandate of Mrs. Corine de Bilbao as		169 212 640			96,91%			5 399 051			3,09%			60 050				Approved
	Director
	Resolution 8 - Ratification of the cooptation of Mr. Luciano Siani as		173 135 312			99,15%			1 476 577			0,85%			59 852				Approved
	Director and renewal of mandate
	Resolution 9 - Appointment of Mrs. Frida Norrbom Sams as Director		173 102 896			99,15%			1 485 740			0,85%			83 105				Approved
	Resolution 10 - Appointment of Mr. Genuino Magalhaes Christino as		166 456 301			95,33%			8 145 395			4,67%			70 045				Approved
	Director subject to the condition precedent of the completion of the sale of
	Apollo's stake to ArcelorMittal
	Resolution 11 Approval of the disclosures relating to each corporate		165 697 844			95,13%			8 490 345			4,87%			483 552				Approved
	officer's remuneration required by Article L. 22-10-9-I of the French
	Commercial Code, as presented in the Corporate Governance Report

													Vote									State of
	Résolutions
																						adoption
				For				%				Against				%			Abstention /
																Invalid
Resolution 12 Approval of the fixed, variable and extraordinary		110 457 210			63,42%			63 720 671			36,58%			493 860			Approved
components of the total remuneration and benefits paid during or awarded
for the 2023 fiscal year to Philippe Guillemot in his capacity as Chairman
and Chief Executive Officer
Resolution 13 Approval of the remuneration policy for the Chairman and		155 533 476			90,49%			16 346 067			9,51%			2 792 198			Approved
Chief Executive Officer for the 2024 fiscal year
Resolution 14 Approval of the remuneration policy for Directors (other		173 026 584			99,33%			1 159 988			0,67%			485 169			Approved
than the Chairman) for the 2024 fiscal year
Resolution 15 Authorization to be given to the Board of Directors to trade		174 131 911			99,86%			237 152			0,14%			302 678			Approved
in the Company's shares
	EXTRAORDINARY SHAREHOLDERS' MEETING
Resolution 16 - Delegation of authority to the Board of Directors to decide		170 029 864			98,81%			2 039 226			1,19%			2 602 651			Approved
to increase the capital of the Company or other companies by issuing
shares and/or securities with immediate or deferred rights to shares, with
pre-emptive subscription rights
Resolution 17 - Delegation of authority to the Board of Directors to decide		168 115 089			96,26%			6 537 675			3,74%			18 977			Approved
to increase the capital of the Company or other companies by issuing
shares and/or securities with immediate or deferred rights to shares,
without pre-emptive subscription rights, placed through a public offer other
than an offer to the public governed by Article L. 411-2-1° of the French
Monetary and Financial Code
Resolution 18 - Delegation of authority to the Board of Directors to decide		166 874 981			95,55%			7 777 607			4,45%			19 153			Approved
to issue shares and/or securities with immediate or deferred rights to
shares of the Company or other companies, without pre-emptive
subscription rights, placed through an offer to the public governed by
Article L. 411-2-1°of the French Monetary and Financial Code
Resolution 19 - Authorization to be given to the Board of Directors to		167 905 296			96,14%			6 746 516			3,86%			19 929			Approved
determine the issue price of shares issued without pre-emptive
subscription rights,within the limit of 10% of the capital per year
Resolution 20 - Delegation of authority to the Board of Directors, in the		165 402 139			94,70%			9 250 810			5,30%			18 792			Approved
case of a share issue with or without pre-emptive subscription rights, to
increase the number of shares to be issued
-
Resolution 21 - Delegation of authority to the Board of Directors to issue		170 376 872			97,55%			4 275 927			2,45%			18 942			Approved
shares and/or securities with immediate or deferred rights to shares,
without pre emptive subscription rights, in payment for contributions of
equity securities or securities with rights to shares, except for securities
tendered to a public exchange offer initiated by the Company

													Vote									State of
	Résolutions
																						adoption
				For				%				Against				%			Abstention /
																Invalid
-
Resolution 22 - Delegation of authority to the Board of Directors to issue		171 291 127		98,07%		3 362 199			1,93%			18 415			Approved
shares and/or securities with immediate or deferred rights to shares,
without pre emptive subscription rights, in exchange for shares tendered to
a public exchange offer initiated by the Company
Resolution 23 - Delegation of authority to the Board of Directors to issue		166 917 148		95,57%		7 738 744			4,43%			15 849			Approved
shares of the Company, without pre-emptive subscription rights, as a
result of the issue by the Company's subsidiaries of securities with rights
to the Company's shares
Resolution 24 - Delegation of authority to the Board of Directors to		174 488 123		99,92%		136 349			0,08%			47 269			Approved
increase the share capital by capitalizing additional paid-in capital,
reserves, profits, or any other amounts
Resolution 25 - Authorization to be given to the Board of Directors to		156 626 905		89,70%		17 981 791			10,30%			63 045			Approved
grant free shares
Resolution 26 - Delegation of authority to the Board of Directors to issue		172 751 786		98,94%		1 852 089			1,06%			67 866			Approved
shares and/or securities with immediate or deferred rights to shares,
without pre-emptive subscription rights, for subscription by members of
employee share ownership plans
-
Resolution 27 - Delegation of authority to the Board of Directors to issue		172 711 081		98,95%		1 827 129			1,05%			133 531			Approved
shares and/or securities with immediate or deferred rights to shares,
without pre emptive subscription rights, to employees and corporate
officers of the Company and Vallourec Group companies related to the
Company within the meaning of Article L. 225-180 of the French
Commercial Code, other than members of an employee share ownership
plan
Resolution 28 - Authorization to be given to the Board of Directors to		172 336 427		98,69%		2 291 227			1,31%			44 087			Approved
reduce the share capital by canceling treasury shares
Resolution 29 - Modification of the articles of association		119 206 568		68,63%		54 491 737			31,37%			79 413			Approved
	ORDINARY SHAREHOLDERS' MEETING
Resolution 30 - Powers for formalities		174 573 686			99,98%			31 959			0,02%			66 096			Approved