Worldline : Combined General Meeting - Voting results

June 9, 2022 Combined General Meeting

Voting results

Quorum: 80.67%

	SHAREHOLDERS		SHARES		VOTES
Attendees		61		7,796,194	14,908,886
Represented		140		22,211	22,211
Proxy to the Chairman		1,558		356,944	453,019
Votes by mail		3,266		218,143,977	243,640,315
Total		5,055		226,319,326	259,024,431

Share capital: EUR 190,999,009.96

Number of shares making up the share capital: 280,880,897

Number of shares with voting rights: 280,560,630

Number of exercisable voting rights: 324,671,815

																					PROPORTION OF
																					THE SHARE
																					CAPITAL
	NUMBER		RESOLUTION		TOTAL VOTES		FOR			AGAINST				ABSTAIN		REPRESENTED BY
			COUNTED1								THE VOTES
																					(TAKING INTO
																					ACCOUNT THE
																					EXCLUDED VOTES)
			Extraordinary items				Votes		%		Votes		%				Votes		%		%
1		Amendment of Articles 25 and 28 of the Company's	258,416,076	257,069,387		99.479%	1,346,689	0.521%			603,662	-	80.57%
			bylaws to comply with the legal and regulatory
			provisions in force
2		Amendment of Article 16.1 of the Company's bylaws	259,009,260	257,647,320		99.474%	1,361,940	0.526%			10,858	-	80.57%
			with respect to the term of office of directors
			representing the employees
			Ordinary items				Votes		Votes		%		Votes			%		Votes		%
3		Approval of the statutory financial statements for the	258,075,889	257,745,129		99.872%	330,760	0.128%			943,865	-	80.57%
			financial year ended on December 31, 2021
4		Approval of the consolidated financial statements for	258,945,423	258,789,496		99.940%	155,927	0.060%			74,259	-	80.57%
			the financial year ended on December 31, 2021
5		Allocation of the net income for the financial year ended	259,007,188	258,972,192		99.986%	34,996	0.014%			12,566	-	80.57%
			on December 31, 2021
6		Allocation of retained earnings to "Additional paid-in	258,138,153	251,344,381		97.368%	6,793,772	2.632%			881,601	-	80.57%
			capital" account and funding of the legal reserve
7		Approval of a second amendment to the Business	259,005,832	258,381,794		99.759%	624,038	0.241%			13,922	-	80.57%
			Combination Agreement entered into between the
			Company and Deutscher Sparkassen Verlag GmbH
			(DSV) effective as of November 25, 2021, as referred
			to in Article L.225-38et seq. of the French Code de
			commerce
8		Renewal of Ms. Mette Kamsvåg as Director	259,009,548	252,166,895		97.358%	6,842,653	2.642%			10,206	-	80.57%
9		Renewal of Ms. Caroline Parot as Director	259,009,705	251,303,098		97.025%	7,706,607	2.975%			10,049	-	80.57%
10		Renewal of Mr. Georges Pauget as Director	259,008,808	252,476,405		97.478%	6,532,403	2.522%			10,946	-	80.57%
11		Renewal of Mr. Luc Rémont as Director	259,009,449	237,052,793		91.523%	21,956,656	8.477%			10,305	-	80.57%
12		Renewal of Dr. Michael Stollarz as Director	259,009,548	252,705,906		97.566%	6,303,642	2.434%			10,206	-	80.57%
13		Renewal of Ms. Susan M. Tolson as Director	259,008,900	252,175,295		97.362%	6,833,605	2.638%			10,854	-	80.57%
14		Renewal of Mr. Johannes Dijsselhof as Censor	258,873,677	175,321,963		67.725%	83,551,714	32.275%			146,077	-	80.57%
15		Renewal of the mandate of Deloitte & Associés as	257,966,695	199,386,553		77.292%	58,580,142	22.708%			1,053,059	-	80.57%
			Statutory Auditor
16		Non-renewal of the mandate of B.E.A.S. as Substitute	259,006,830	258,384,148		99.760%	622,682	0.240%			12,852	-	80.57%
			Auditor
17		Ratification of the transfer of the Company's registered	259,011,914	258,983,750		99.989%	28,164	0.011%			7,840	-	80.57%
			office in France

1 The votes taken into account do not include those attached to shares for which the shareholder did not take part in the vote, or abstained, or voted blank or null.

																	PROPORTION OF
																	THE SHARE
																	CAPITAL
	NUMBER		RESOLUTION		TOTAL VOTES		FOR			AGAINST			ABSTAIN			REPRESENTED BY
			COUNTED1								THE VOTES
																	(TAKING INTO
																	ACCOUNT THE
																	EXCLUDED VOTES)
			Ordinary items				Votes	%		Votes	%			Votes	%		%
18		Approval of the information referred to in paragraph I.	258,908,154	244,802,033	94.552%	14,106,121	5.448%		111,600	-	80.57%
			of Article L.22-10-9 of the French Code de commerce
			relating to the compensation paid during the financial
			year ended on December 31, 2021, or awarded for the
			same financial year, to all corporate officers
19		Approval of the components making up the total	258,900,741	257,892,176	99.610%	1,008,565	0.390%		119,013	-	80.57%
			compensation and benefits of any kind paid during the
			financial year ended on December 31, 2021, or
			awarded for the same financial year, to Mr. Bernard
			Bourigeaud, Chairman of the Board of Directors
20		Approval of the components making up the total	258,886,405	228,177,617	88.138%	30,708,788	11.862%		133,349	-	80.57%
			compensation and benefits of any kind paid during the
			financial year ended on December 31, 2021, or
			awarded for the same financial year, to Mr. Gilles
			Grapinet, Chief Executive Officer (and Chairman of the
			Board of Directors until dissociation of the functions)
21		Approval of the components making up the total	258,886,110	228,201,720	88.148%	30,684,390	11.852%		133,644	-	80.57%
			compensation and benefits of any kind paid during the
			financial year ended on December 31, 2021, or
			awarded for the same financial year, to Mr. Marc-Henri
			Desportes, Deputy Chief Executive Officer
22		Approval of the compensation policy applicable to the	258,877,564	257,866,823	99.610%	1,010,741	0.390%		120,629	-	80.57%
			Chairman of the Board of Directors for the current 2022
			financial year
23		Approval of the compensation policy applicable to the	258,724,923	238,209,957	92.071%	20,514,966	7.929%		294,831	-	80.57%
			Chief Executive Officer for the current 2022 financial
			year
24		Approval of the compensation policy applicable to the	258,724,937	238,216,715	92.073%	20,508,222	7.927%		293,617	-	80.57%
			Deputy Chief Executive Officer for the current 2022
			financial year
25		Approval of the compensation policy applicable to non-	258,899,682	257,722,295	99.545%	1,177,387	0.455%		120,072	-	80.57%
			executive Directors for the current 2022 financial year
26		Authorization to the Board of Directors for the purpose	258,990,937	253,709,197	97.961%	5,281,740	2.039%		29,197	-	80.57%
			of purchasing, holding or transferring shares of the
			Company

																	PROPORTION OF
																	THE SHARE
																	CAPITAL
	NUMBER		RESOLUTION		TOTAL VOTES		FOR			AGAINST			ABSTAIN			REPRESENTED BY
			COUNTED1								THE VOTES
																	(TAKING INTO
																	ACCOUNT THE
																	EXCLUDED VOTES)
			Extraordinary items				Votes	%		Votes	%			Votes	%		%
27		Authorization granted to the Board of Directors to	259,012,720	247,620,464	95.602%	11,392,256	4.398%		7,018	-	80.57%
			reduce the share capital through the cancellation of
			treasury shares
28		Delegation to the Board of Directors of authority to	259,006,387	248,489,206	95.939%	10,517,181	4.061%		8,720	-	80.57%
			decide the issue of shares and/or securities giving
			access to share capital and/or securities carrying a right
			to the allocation of debt instruments - while
			maintaining preferential subscription rights
29		Delegation to the Board of Directors of authority to	259,009,197	243,064,370	93.844%	15,944,827	6.156%		10,541	-	80.57%
			decide the issue of shares and/or securities giving
			access to share capital and/or securities carrying a right
			to the allocation of debt instrument through public
			offerings, without preferential subscription rights,
			with a priority subscription right for shareholders
30		Delegation to the Board of Directors of authority to	259,009,249	237,513,382	91.701%	21,495,867	8.299%		10,417	-	80.57%
			decide the issue of shares and/or securities giving
			access to share capital and/or securities carrying a right
			to the allocation of debt securities through public
			offerings referred to in Article L.411-2,1° of the French
			Code monétaire et financier, without preferential
			subscription rights
31		Delegation to the Board of Directors of authority to	258,140,049	233,323,682	90.386%	24,816,367	9.614%		879,503	-	80.57%
			increase the number of securities to be issued in
			connection with a share capital increase with or without
			preferential subscription rights
32		Delegation to the Board of Directors of authority to issue	258,416,029	249,627,104	96.599%	8,788,925	3.401%		603,709	-	80.57%
			shares or securities giving access to the share capital
			as consideration for contributions in kind relating to
			equity securities or securities giving access to the share
			capital (other than in the case of a public exchange
			offer)
33		Delegation to the Board of Directors of authority to	259,010,444	256,564,314	99.056%	2,446,130	0.944%		9,294	-	80.57%
			decide to increase the Company's share capital by

incorporating premiums, reserves, profits or other items

																	PROPORTION OF
																	THE SHARE
																	CAPITAL
	NUMBER		RESOLUTION		TOTAL VOTES		FOR			AGAINST			ABSTAIN			REPRESENTED BY
			COUNTED1								THE VOTES
																	(TAKING INTO
																	ACCOUNT THE
																	EXCLUDED VOTES)
			Extraordinary items				Votes	%		Votes	%			Votes	%		%
34		Delegation to the Board of Directors of authority to	257,544,981	246,838,485	95.843%	10,706,496	4.157%		1,474,757	-	80.57%
			decide the issue of shares, without preferential
			subscription rights, reserved for beneficiaries of free
			shares granted by Ingenico Group SA and holders
			of Ingenico Group SA shares through a company
			savings plan and/or a group savings plan or
			through a company mutual fund
35		Delegation to the Board of Directors of authority to	258,413,705	249,216,851	96.441%	9,196,854	3.559%		606,033	-	80.57%
			increase the share capital of the Company, without
			preferential subscription rights, for the benefit of
			employees and/or corporate officers of the Company
			and its affiliated companies as members of a
			company or Group savings plan
36		Delegation to the Board of Directors of authority to	258,411,797	249,211,379	96.440%	9,200,418	3.560%		607,941	-	80.57%
			increase the Company's share capital, without
			preferential subscription rights, reserved for people
			with certain characteristics in the context of an
			employee shareholding operation
37		Authorization to the Board of Directors to grant options	258,832,622	232,699,205	89.903%	26,133,417	10.097%		187,001	-	80.57%
			to subscribe for or to purchase shares to the employees
			and corporate officers of the Company and/or its
			affiliated companies
38		Authorization to the Board of Directors to grant free	258,835,595	239,058,018	92.359%	19,777,577	7.641%		184,143	-	80.57%
			performance shares to the employees and corporate
			officers of the Company and/or its affiliated companies
39		Powers	258,148,128	258,119,582	99.989%	28,546	0.011%		871,610	-	80.57%