EuropaCorp

AGM Information • Sep 28, 2020

Report on the 28 September 2020 General Shareholders' Meeting

Saint-Denis, 28 September 2020 – EuropaCorp's ordinary and extraordinary General Shareholders' Meeting was held today, behind closed doors. Attendees were:

• Mr Luc Besson, President of the Board;
• Mr Axel Duroux, CEO;
• Messrs Arnaud Malivoire and Olivier Juramie, Auditors;
• Mr Arnaud de Senilhes, Secretary of the Board;
• Mr Régis Marillas;
• Mr Vincent Teyssot, CFO.

Given the sanitary crisis linked to the Covid-19 epidemic, shareholders had been invited to vote remotely until the day before the General Meeting.

All the resolutions have been adopted.

Details of the votes by resolution are presented in the appendix, as well as the answers to the written questions asked in preparation for this meeting.

ABOUT EUROPACORP

Founded in 1999, EuropaCorp has grown to become the leading film and series production studio in Europe. The Group's international activities cover the entire film value chain with expertise in production, theatrical distribution, international sales, TV, video & VOD, and music publishing. EuropaCorp is able to ensure creativity and quality throughout the lifecycle of its films and television projects. The Group has produced or co-produced more than 120 films and has distributed more than 160 of them in French cinemas. Since 1999, it has produced 10 of the 20 biggest French hits internationally and 22 films among the 70 French productions with the most international admissions (source: Le film français – May 17, 2019). The Group has also been active since 2010 in the production of TV series and single titles for platforms worldwide.

EuropaCorp was created by the director, screenwriter and producer Luc Besson. More information on www.europacorp.com

Contacts

Groupe EuropaCorp NewCap

Lisa Reynaud | Investor Relations | investors@europacorp.com Pierre Laurent | NewCap Régis Lefèbvre | Communication | rlefebvre@europacorp.com plaurent@newcap.fr | Tel: 01 44 71 94 94 Tel: 01 55 99 50 00

EuropaCorp is listed on the C Compartment of Euronext Paris ISIN Code: FR0010490920 – MNEMO Code: ECP

APPENDIX

Detail of the votes cast

The shareholders who were present or represented at the meeting held a total of 101,948,689 (83.53%), which constitutes a sufficient quorum for both the ordinary and extraordinary sessions of the meeting.

Resolution	Subject	% votes for	% votes against	% votes abstention	Results
1	Approval of the company accounts for the financial year ended on 31 March 2020	99.97%	0.01%	0.02%	Resolution adopted
2	Approval of the consolidated accounts for the financial year ended on 31 March 2020	99.97%	0.01%	0.02%	Resolution adopted
3	Distribution of profits for the financial year ended on 31 March 2020	99.97%	0.01%	0.02%	Resolution adopted
4*	Approval of the special report of the Statutory Auditors drawn up pursuant to article L. 225-40 on regulated agreements referred to in article L. 225-38 of the Commercial Code and approval of said agreements	99.48%	0.49%	0.03%	Resolution adopted
5*	Approval of the special report of the Statutory Auditors on regulated agreements and approval of said agreements referred to in article L. 225-42 of the Commercial Code	99.48%	0.49%	0.03%	Resolution adopted
6	Approval of information relating to the remuneration of corporate officers mentioned in I of article L. 225-37-3 of the French Commercial Code	99.53%	0.45%	0.02%	Resolution adopted
7	Approval of fixed and variable components of the remuneration and benefits of any kind paid or awarded for the 2019-2020 financial year to Mr Luc Besson, as Chairman of the Board of Directors, and Chairman and Chief Executive Officer	99.48%	0.49%	0.03%	Resolution adopted
8	Approval of fixed and variable components of the remuneration and benefits of any kind paid or awarded for the 2019-2020 financial year to Mr Régis Marillas, as Deputy Chief Executive Officer	99.47%	0.07%	0.46%	Resolution adopted
9	Approval of Mr Luc Besson's remuneration policy, in his capacity as Chairman and Chief Executive Officer and then Chairman of the Board of Directors, for fiscal year 2020-2021	99.46%	0.51%	0.03%	Resolution adopted
10	Approval of the remuneration policy of Mr Axel Duroux, in his capacity as Chief Executive Officer, for the 2020-2021 fiscal year	99.48%	0.51%	0.03%	Resolution adopted
11	Approval of Mr. Régis Marillas' remuneration policy, in his capacity as Deputy Managing Director for fiscal year 2020-2021	99.47%	0.09%	0.44%	Resolution adopted
12	Approval of Directors' Compensation Policy for fiscal year 2020-2021	99.90%	0.07%	0.03%	Resolution adopted
13	Authorisation of a plan by the Company to repurchase its own shares	99.55%	0.43%	0.02%	Resolution adopted

Resolution	Subject	% votes for	% votes against	% votes abstention	Results
14	Renewal of statutory auditors and alternate auditors	99.97%	0.01%	0.02%	Resolution adopted
15	Renewal of the term of office of Mr Luc Besson as Director	99.52%	0.46%	0.02%	Resolution adopted
16	Appointment of Mr. Axel Duroux as Director	99.96%	0.02%	0.02%	Resolution adopted
17	Delegation of authority to give the Board of Directors to decide on the issue, with the maintenance of the preferential subscription right, ordinary shares and/or securities giving immediate and/or future access to the capital of the Company or to debt securities	99.95%	0.02%	0.03%	Resolution adopted
18	Delegation of authority to the Board of Directors to decide on the issue, by public offer, with the removal of the preferential subscription right, ordinary shares and/or securities giving immediate and/or future access to the capital of the Company or to debt securities	99.93%	0.04%	0.03%	Resolution adopted
19	Delegation of competence to the Board of Directors to decide on the issue, with the removal of the preferential subscription right, of ordinary shares and/or securities giving immediate and/or future access to the capital of the Company or to debt securities the framework of an offer referred to in II of article L. 411-2 of the French Monetary and Financial Code	99,92%	0,05%	0,03%	Resolution adopted
20	Approval to give the Board of Directors to set the price of issues of ordinary shares or securities with the removal of the preferential right of subscription of shareholders, up to a limit of 10% of the capital per annum	99.50%	0.47%	0.03%	Resolution adopted
21	Authorisation to give the Board of Directors the authority to increase, in accordance with article L. 225-135-1 of the Commercial Code, the number of shares to be issued in connection with issues carried out with the maintenance or removal of the preferential subscription right of shareholders	99.88%	0.09%	0.03%	Resolution adopted
22	Delegation of authority to the Board of Directors to carry out an increase of capital, with the removal of the preferential right of subscription of shareholders, reserved for employees of the Company or related companies	99.88%	0.09%	0.03%	Resolution adopted
23	Overall limit of cash issuance authorisations	99.90%	0.08%	0.02%	Resolution adopted
24	Delegation to the Board of Directors of powers to increase the share capital by issuing ordinary shares or transferable securities giving access to the share capital of the Company as remuneration for securities contributed in the	99,45%	0,52%	0,03%	Resolution adopted

Resolution	Subject	% votes for	% votes against	% votes abstention	Results
	framework of a public Swap offering initiated by the Company
25	Delegation to the Board of Directors of powers to decide on the issue of ordinary shares of the Company within the limit of 10% of the share capital, as remuneration for contributions in kind granted to the Company	99.51%	0.46%	0.03%	Resolution adopted
26	Delegation of powers to be granted to the Board of Directors for the purpose of issuing securities giving access to the Company's capital, with the removal of the preferential subscription right, in the framework of a swap of financial securities	99.44%	0.53%	0.03%	Resolution adopted
27	Authorisation to the Board of Directors to grant share subscription or purchase options to the employees or corporate officers of the Company and its affiliates	99.44%	0.53%	0.03%	Resolution adopted
28	Authorising the Board of Directors to carry out free assignments of existing Company shares and/or those to be issued to employees or corporate officers of the Company and affiliates	99.43%	0.54%	0.03%	Resolution adopted
29	Delegation of powers to be granted to the Board of Directors to increase share Capital by incorporation of premiums, reserves, profits or other	99.88%	0.09%	0.03%	Resolution adopted
30	Authorisation to give the Board of Directors for the effect of reducing share capital by cancellation of shares	99.95%	0.02%	0.03%	Resolution adopted
31	Powers for formalities	99.97%	0.00%	0.03%	Resolution adopted

(*) For those resolutions, the shares held by Front Line Mr. Luc Besson and Mr. Régis Marillas (for a total of 12,944,470 shares) were not taken into account when calculating the quorum and the votes cast.

Written questions addressed during the General Meeting

Question 1: Is there any thought at Europacorp about the production of documentaries? Are the advent of new distribution platforms and their need for French content (with preference for short formats) a great opportunity to start such activity?

Axel Duroux speaks:

"If the production of fiction feature films is the core business of the Company, EuropaCorp sets no limit regarding the format of its contents. In the past, EuropaCorp has notably produced the documentary Home, directed by Yann Arthus-Bertrand. Luc Besson has himself directed the documentary Atlantis in 1991. My own experience, before becoming the new CEO of the Company, relating to TV shows (Endemol, TF1), will allow EuropaCorp to grasp potential opportunities linked to content delinearization and innovation on formats. Reflection on this matter is real."

Question 2: Is the ambition to have an environmental impact considered? Luc Besson could easily become the French David Attenborough, a place where nobody expects him but where he would be legitimate since The Big Blue (a film so beautiful!).

Luc Besson speaks:

"The Company has a real ambition in this matter, and impact comes two ways: the form and the substance. In substance, it's very clear, in particular with films like Arthur with a strong environmental message for children. But it was also the case with films like The Big Blue, the documentaries Home, The Cove, and Atlantis, or the world of Valerian. Environment has always been at the heart of our films, without being militant, and above all we have always wanted to convey this message to the kids.

Regarding the form, film shootings are much more environmentally friendly today than in the past. We hold meetings before starting shooting about environmental impact, which is taken into account without impacting the quality of the film.

In addition, digital technology has changed cinema. Before, there were film rolls, made from oil and carried by trucks. Now, copies are sent by internet.

Slow and steady, silently, we act for this noble cause."

Question 3: Beyond environmental commitment, has EuropaCorp considered societal commitment? Making a sci-fi film about the world post-virus could significantly impact the behaviours of today and then save thousands of lives? Imagining the future is also a way to shape it.

Luc Besson speaks:

"It's tempting, but we can't think this way. Story comes first. If we have a story which allows it, of course, but we won't make a story only with this purpose. We are not militants but citizens. Today we need citizens to be informed and committed, because there are 7 billion of them. We try to convince citizens more than convince people to become militants."