2017 REGISTRATION DOCUMENT

BOURBON 2017 Registration Document 98 MANAGEMENT REPORT 3 Report explaining the Board of Directors’ resolutions proposed to the Combined Shareholders’ Meeting of may 30, 2018 8.6 APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, ALLOCATING, AND GRANTING THE COMPONENTS OF EXECUTIVE DIRECTOR COMPENSATION In application of Article L. 225-37-2 of the French Commercial Code, the Board proposes that you read the policy on the compensation for Executive Directors and approve the principles and criteria for determining, allocating and granting fixed, variable and exceptional elements composing the total compensation and benefits of any kind attributable to the Executive Directors in respect of their terms of office as described in the report on corporate governance on pages 30 et seq . of the Company’s 2017 Registration Document. 8.7 APPROVAL OF THE COMPONENTS OF COMPENSATION PAID OR ALLOCATED PURSUANT TO THE FISCALYEAR ENDED DECEMBER 31, 2017 TO JACQUES D’ARMAND DE CHATEAUVIEUX, CHAIRMAN AND CHIEF EXECUTIVE OFFICER, GAËL BODÉNÈS AND CHRISTIAN LEFÈVRE, CHIEF OPERATING OFFICERS AND TO ASTRID DE LANCRAU DE BRÉON, CHIEF FINANCIAL OFFICER In application of Article L. 225-100 of the French Commercial Code, we submit to your vote the fixed, variable and exceptional components composing the total compensation and benefits of any kind paid or allocated pursuant to the fiscal year ended December 31, 2017 to Jacques d’Armand de Chateauvieux, Chairman and Chief Executive Officer, Christian Lefèvre and Gaël Bodénès, Chief Operating Officers and Astrid de Lancrau de Bréon, Chief Financial Officer. For more information, please refer to the report on corporate governance shown on pages 30 et seq . of the Company’s 2017 Registration Document. 8.8 SHARE BUYBACK PROGRAM – CANCELLATION OF TREASURY SHARES The meeting is asked: 3 to authorize, for a period of 18 months, a new treasury share buyback program limited to 5% of the share capital. The maximum purchase price would be €23 per share, thus giving a maximum total budget of €89,124,080. These purchases may be made with a view to: 3 stimulate the secondary market or maintaining the liquidity of BOURBON Corporation shares through an investment service provider, operating within the scope of a liquidity contract in accordance with the AMAFI Code of professional practice as approved by the French Financial Markets Authority; 3 hold shares to cover stock option plans and/or bonus share allotment plans (or similar plans), for the benefit of employees and/or representatives of the Group, and to allow allotments of shares within the scope of a company or Group savings plan (or similar plan) or as part of employee participation in the results of the Company and/or any other form of share allotment to employees and/or representatives of the Group; 3 the possible canceling of the shares thus acquired, subject to the authorization to be granted by this Shareholders’ Meeting in its sixteenth extraordinary resolution. These share purchases may be made by any means, including acquisition of blocks of shares, at such times as the Board may choose. The Company reserves the right : 3 to use options and derivatives within the bounds of applicable regulations; 3 to authorize the Board, within the stated cancellation objective, to cancel as the Board sees fit and in one or more steps, within the limit of 10% of the authorized capital per period of 24 months all or any of the shares which the Company holds or may come to hold after repurchases made in accordance its buyback program and to thereby reduce the legal capital accordingly. This authorization will be given for a period of 24 months, as of the date of the meeting.