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Expert Corporate Governance Service (ECGS)
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Air Liquide - AGM 07 May 2019

ITEM 8: The Company’s disclosure, although acceptable, does not meet the market best
practices and objectives to achieve in 2018 should have been disclosed. Moreover,
amounts at stake (€5.6 M, i.e. 159% of the median total CEO remuneration in the
Chemicals sector of the MSCI Europe) are excessive compared to market and sector
practices.

ITEM 9: Overall, changes proposed for the new remuneration policy are not significantly
negative. However, dealing with the criteria redundancy seems to be a way for the Board
to avoid dealing with the actual issues executives’ remuneration policies have at Air
Liquide. ECGS and shareholders already pointed out in the previous remuneration
policies that the fixed remuneration is excessive and that target and maximum bonuses
are too generous. But the company does not seem to be willing to deal with these issues.
Changes proposed will have an impact on the structure of the annual bonus: the
qualitative portion will have an increased weight. Thus the previous remuneration policy
was better. Therefore, we do not support this new remuneration policy.

Underlying
L'Air Liquide S.A.

L'Air Liquide is engaged in the market of gases for industry, health and the environment. Oxygen, nitrogen, hydrogen, and rare gases make up Co.'s core activities. Co. structures its activities in three segments: Gas and Services, Engineering and Technology, and Other activities. The Gas and Services segment comprises four business lines: Industrial Merchant, Large Industries, Healthcare and Electronics; Engineering and Technology designs, develops and builds industrial gas production plants for Co. and third parties; and the Other Activities segment develops welding and cutting edge technologies, and markets deep-sea diving and swimming equipment to professionals and privates individuals.

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