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Imerys

AGM Information May 10, 2021

1431_iss_2021-05-10_af071ffc-5793-4503-9b62-a7943cb6ea8b.pdf

AGM Information

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PRESS RELEASE

*1

Summary of the Ordinary and Extraordinary Shareholders' General Meeting of May 10, 2021

The Shareholders' General Meeting of Imerys (the "Company") held today and chaired by the Chairman of the Board, Patrick Kron, approved all the resolutions presented by the Board of Directors.

This Shareholders' General Meeting was held behind closed doors, without the physical presence of its shareholders and other persons entitled to attend, at Studio Digital Euronext, 8 place de l'Opéra, 75009 Paris, in accordance with in particular provisions set out in Ordinance No 2020-321 of 25 March 2020 and Decree No 2020-418 of 10 April 2020, as extended and amended, and with Decree No 2021-296 of 19 March 2021. The meeting was broadcast live in video format on the Company's website.

Approval of the 2020 financial statements

The Shareholders' General Meeting has approved the statutory and consolidated financial statements for 2020, which reported a net income from current operations, Group share, of €167 million.

Dividend

The Shareholders' General Meeting decided to pay a €1.15 dividend per share for fiscal year 2020, representing 57% of the net income from current operations, Group share. The dividend will be paid out on May 17, 2021.

Governance

The Shareholders' General Meeting also approved:

  • the compensation policies of corporate officers for 2021, as well as all the components of the compensation and benefits of all kind paid in or granted for the 2020 financial year to Alessandro Dazza, Chief Executive Officer since February 17, 2020 and to Patrick Kron, Chairman of the Board since June 25, 2019 and interim Chief Executive Officer from October 21, 2019 to February 16, 2020;
  • the re-appointment for a 3-year term of Patrick Kron and Marie-Françoise Walbaum as directors; and
  • the appointment for a 3-year term of Paris Kyriacopoulos as director.

As of today, the Board of Directors is made up of 10 directors, including 6 independent directors (i.e. 60%) and 4 female directors (i.e. 40%), and 2 employee representative directors. Furthermore, the term of office of Laurent Raets as non-voting observer was renewed during the Board of Directors held today.

Share buyback and cancellation of treasury shares

The Shareholders' General Meeting also approved the renewal of the share buyback program under the same terms and conditions than the current program and of the authorization granted in favor of the Board of Directors to cancel all or part of treasury shares, representing up to 10% of the Company's share capital per 24-month period.

Financial authorizations

The Shareholders' General Meeting also approved the renewal of a number of financial authorizations in favor of the Board of Directors, granted most recently by the Ordinary and Extraordinary Shareholders' Meetings held on May 10, 2019 and May 4, 2020 which enables it to increase the Company's share capital by issuing shares or securities conferring entitlement to the Company's share capital. These authorizations are renewed under the same terms and conditions, including overall caps, for a 26-month period. Furthermore, the Board of Directors cannot exercise these authorizations during a public offer for the Company's shares. As the Shareholders' Meeting has been asked to approve the renewal of a number of financial authorizations that may lead to increases on one or several occasions in the Company's share capital, shareholders were asked to renew the delegation of authority to carry out capital increases reserved for

employees who are members of a Company or Group savings plan for a period of 26 months. Increases as a result of exercising this delegation is subject to an overall cap of €1.6 million, unchanged from previous authorization.

Voting results per resolution as well as the presentation of the Shareholders' General Meeting are available on the Company's website: https://www.imerys.com/finance/finance/shareholders-corner. The Shareholders' Meeting will be also rebroadcast on the Company's website (www.imerys.com).

Financial agenda

July 27, 2021 H1 2021 Results
November 2, 2021 Q3 2021 Results

These dates are subject to any further updates as provided on the Company's website www.imerys.com, under the Investors and analysts - financial agenda section.

The world leader in mineral-based specialty solutions for industry, with €3.8 billion revenue and 16,400 employees in 2020, Imerys delivers high value-added, functional solutions to diversified set of industrial sectors, from processing industries to consumer goods. The Group draws on its knowledge of applications, technological expertise and its material science know-how to deliver solutions based on beneficiation of its mineral resources, synthetic minerals and formulations. These contribute essential properties to customers' products and performance, including refractoriness, hardness, conductivity, opacity, durability, purity, lightness, filtration, absorption and repellency. Imerys is determined to develop responsibly, in particular by fostering the emergence of environmentally-friendly products and processes.

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Analyst / Investor Relations Vincent Gouley - +33 (0)1 4955 6469 [email protected]

Press contacts

Claire Lauvernier : +33 (0)1 4955 6665 Hugues Schmitt (DGM Conseil) : +33 (0)1 4070 1189

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