Lagardere S A : Articles of Association – Last update 20 April 2026

About this update from Lagardere Sa

LAGARDERE SA French joint-stock company ( société anonyme ) Share capital: €871,736,951.70 € Registered office : 4 rue de Presbourg, Paris 16 ème (75) 320 366 446 RCS Paris ARTICLES OF ASSOCIATION As of April 20, 2026 I - THE COMPANY ARTICLE 1 - Legal form Lagardère SCA (hereinafter the " Company ") was incorporated on 24 September 1980 as a French joint-stock company ( société anonyme ) and subsequently converted into a partnership limited by shares ( société en commandite par actions ) on 30 December 1992 by decision of the Ordinary and Extraordinary General Meeting of Shareholders of 30 December 1992. By decision of the Ordinary and Extraordinary General Meeting of 30 June 2021, and with the prior agreement of the General Partners, the Company was converted into a joint-stock company ( société anonyme ) with a Board of Directors. The Company is governed by these Articles of Association and by the laws, decrees and regulations applicable to French joint-stock companies. ARTICLE 2 - Company name The name of the Company is "Lagardère SA". ARTICLE 3 - Corporate purpose The Company's corporate purpose is, in France or abroad: 1°) to acquire any form of interests or investments in all types of company or business, whether French or foreign, by any appropriate means; 2°) to manage any type of marketable security portfolio and to carry out any related spot or forward transactions, whether contingent or not; 3°) to acquire and license any patents, trademarks, and commercial and industrial businesses; 4°) and more generally, to carry out any commercial, financial, industrial, security and property transactions related to the above purposes or to any other purpose related thereto liable to promote and develop the Company's business. ARTICLE 4 - Registered office The registered office is located at 4 rue de Presbourg, 75116 Paris, France. It may be transferred to any other place, pursuant to the applicable laws and regulations. ARTICLE 5 - Term of the Company The term of the Company is set at 99 years commencing on 16 December 1980, the date of its registration with the Trade and Companies Registry. II - SHARE CAPITAL ARTICLE 6 - Share capital The share capital is set at €871,736,951.70, represented by 142,907,697 shares with a par value of €6.10, all ranking pari passu and fully paid up. ARTICLE 7 - Changes in the share capital The share capital may be increased or reduced by any method or means authorised by the regulations. The General Meeting may, in accordance with the law and regulations, delegate all necessary authority and/or powers to the Board of Directors to decide to increase the share capital, issue any securities giving rights to shares, or reduce the share capital, set the amount and the terms and conditions thereof and take any action required to ensure that the operation is properly completed, or to perform all such operations directly. ARTICLE 8 - Form and transfer of shares The shares are registered shares. They are registered in a shareholder account under the terms and conditions provided by the applicable laws and regulations. The shares are freely transferable and negotiable, under the terms and conditions provided by the applicable laws and regulations. The ownership of shares results from their registration in the share register under the conditions set by the applicable regulations. ARTICLE 9 - Rights and obligations attached to shares Each share confers the right to a share in the assets and profits of the Company and in the liquidation surplus in proportion to the amount of capital it represents. The shareholders' liability for the Company's debts is limited to the amount of their contributions, namely, to the value of the shares they own. Each share gives the right to take part in and vote at General Meetings under the conditions and subject to the exceptions provided for by the applicable laws and regulations and by these Articles of Association. Any person owning one or more shares is bound by these Articles of Association and by the decisions taken by General Meetings. Whenever several shares are required to be held for the purpose of exercising a right, shareholders are personally responsible for obtaining the required number of shares, with no right to take action against the Company in this respect. Each share is indivisible with regards to the Company. Consequently, joint owners of shares must be represented vis-à-vis the Company by one or other of said owners or by a single representative. Each of the shares gives the right to receive the same net amount in the event of distribution or repayment. Consequently, all the shares are equally subject to any tax exemptions and any taxes payable by the Company to which such distribution or repayment may give rise. ARTICLE 10 - Disclosure of holdings exceeding specific thresholds Without prejudice to the provisions of article L. 233-7 of the French Commercial Code ( Code de commerce ), any person who comes to hold, directly or indirectly, as defined in article L. 233-7, 1% or more of the voting rights at General Meetings, must, within five calendar days following the date the threshold was crossed and, as applicable, irrespective of the date on which ownership of the shares was effectively transferred, disclose to the Company, by registered letter with acknowledgement of receipt, addressed to the registered office, the total number of shares and voting rights held. For registered shareholders and intermediaries not residing in France, this disclosure may be made by means of a procedure equivalent to that of a registered letter with acknowledgement of receipt in use in their country of residence. Such procedure must furnish the Company with proof of the date on which the disclosure was sent and received. A further disclosure must be made in the conditions described above each time a threshold of a further 1% is exceeded. Failing a disclosure in the conditions described above, all shares in excess of the threshold for which disclosure should have been made lose their voting rights in respect of any General Meeting that may be held within a two-year period following the date on which the disclosure is finally made, upon request of one or more shareholders holding 5% or more of the share capital, such request being duly recorded in the minutes of the General Meeting. In these same circumstances, voting rights attached to such shares for which proper disclosure has not been made may not be exercised by the shareholder in default, nor may said shareholder delegate such rights to others. If necessary, the Company may, at any time, identify the holders of equity securities or bondholders, in accordance with the applicable legal and regulatory conditions. III - MANAGEMENT OF THE COMPANY ARTICLE 11 - Membership of the Board of Directors 1°) The Company is managed by a Board of Directors comprising between three and eighteen members. 2°) The term of office of members of the Board of Directors is four years. It terminates at the close of the Annual General Meeting called to approve the financial statements for the preceding year held during the year in which the member's term of office expires. Members of the Board of Directors may be re-appointed. However, by way of exception: the Ordinary General Meeting may appoint or re-appoint members of the Board of Directors for a term exceeding four years, without however exceeding six years, it being specified that the Board of Directors may not, at any given time, have more than one member whose remaining term of office exceeds four years; the Ordinary General Meeting may appoint or re-appoint one or several members for a term of less than four years for the sole purpose of ensuring the staggered re-appointment of the Board, such that subsequent re-appointments apply only to a portion of its members each time. 3°) No more than one-third of the members of the Board of Directors in office may be over seventy-five years old. If this proportion is exceeded, the oldest member is automatically deemed to have resigned. 4°) Each member of the Board of Directors (other than the members representing employees or employee shareholders) must each own at least 150 shares of the Company and have three months from the date of their appointment in which to acquire such shares, if not already in their possession at the time of their appointment. Any member who ceases to own the required number of shares during their term of office will automatically be deemed to have resigned if this situation is not remedied within three months. 5°) In the event of a vacancy following death, resignation or for any other reason, the Board may appoint one or more replacement members on a provisional basis. Provisional appointments are confirmed at the next Annual General Meeting. The replacement member's term of office is for the period remaining until the end of the predecessor's term of office. If a provisional appointment is not confirmed at the General Meeting, the Board of Directors' decisions nonetheless remain valid. 6°) Where the provisions of article L. 225-27-1 of the French Commercial Code apply to the Company, the Board of Directors also includes one or two members representing Group employees and designated by the Group Employees' Committee. The Board of Directors will have two employee representative members when the number of the other Board members as determined in accordance with article L. 225-27-1 of the French Commercial Code exceeds eight, and one employee representative member when the number of the other Board members as so determined is equal to or less than eight. When two employee representative directors are appointed, one must be a man and the other a woman. Subject to the provisions of this article and of the French Commercial Code, employee representative directors have the same status, powers and responsibilities as the other directors. The term of office of members of the Board of Directors representing employees is four years. If the number of the other members of the Board of Directors as referred to in article L. 225-27-1 of the French Commercial Code falls to eight or less, the terms of office of the sitting employee representative members will not be affected and will remain in force until their scheduled expiry date. If the seat of an employee representative member of the Board of Directors falls vacant for any reason, it will be filled in accordance with the conditions set out in article L. 225-34 of the French Commercial Code. ARTICLE 11 Bis - Board Advisor The Board of Directors may appoint one or two Board Advisors (Censeurs). The Board Advisors attend and participate in meetings of the Board of Directors in an advisory capacity only. They may be appointed as members of the committees created by the Board of Directors. They are appointed for no more than four years and may receive remuneration if so determined by the Board of Directors. The Board Advisors may be removed at any time by the Board of Directors. ARTICLE 12 - Meetings of the Board of Directors 1°) The Board of Directors elects from among its members a Chairman, who must be an individual, to exercise the duties provided for by law. The Chairman of the Board of Directors organises and leads the work of the Board, reports thereon to shareholders at the General Meeting and oversees the

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