Danone // 2020 Universal Registration Document

Share capital and ownership 7.3 Authorizations to issue securities giving access to the share capital DANONE UNIVERSAL REGISTRATION DOCUMENT 2020 296 7.3 AUTHORIZATIONS TO ISSUE SECURITIES GIVING ACCESS TO THE SHARE CAPITAL SUMMARY OF FINANCIAL AUTHORIZATIONS IN EFFECT AS OF DECEMBER 31, 2020 Maximum amounts of share capital authorized Authorization type Individual maximum amounts authorized Use in 2020 Available balance as of December 31, 2020 (nominal issuance amount) (nominal amount or percentage) (nominal amount or percentage) Maximum amount applicable to all dilutive and non-dilutive issuances: €60 million (approx. 35% (a) of the share capital) Maximum amount applicable to non-dilutive issuances: €60 million (approx. 35% (a) of the share capital) Capital increase with preferential subscription right for shareholders €60 million (approximately 35% (a) of the share capital) (b) _ €60 million Maximum amount applicable to dilutive issuances: €17 million (or approximately 10% (a) of the share capital) Capital increase without preferential subscription right but with a priority period for shareholders €17 million (approximately 10% (a) of the share capital) (b) _ €17 million Overallotment (as a % of initial issuance) 15% (b) _ _ Public exchange offer initiated by the Company €17 million (approximately 10% (a) of the share capital) (b) _ €17 million Contributions in kind 10% of the share capital _ 10% of share capital Capital increase reserved for employee members of a company savings plan €3.4 million (approximately 2% (a) of the share capital) €127,198.50 €3.3 million Capital increase reserve for employees of foreign companies €1.7 million (approximately 1% (a) of the share capital) attributable to the 2% maximum limit authorized for capital increases reserved for employees participating in a company savings plan _ €1.7 million Grants of Group performance shares (GPS) 0.2% of the share capital at the close of the Shareholders’ Meeting 750,484 shares granted (approximately 0.1% of the share capital) 0.1% of the share capital at the close of the Shareholders’ Meeting _ _ Incorporation of reserves, earnings, additional paid-in capital and other amounts €42 million (approximately 24.5% (a) of the share capital) _ €42 million (a) The percentage of share capital is calculated for indicative purposes only, based on share capital as of December 31, 2020. (b) All issuances of securities representing debts pursuant to these authorizations: ((i) capital increase with preferential subscription right; (ii) capital increase without preferential right but with priority right for shareholders; (iii) overallotment option and (iv) public exchange offer initiated by the Company) may not exceed a maximum principal amount of €2 billion (or equivalent value). These authorizations were approved by the Shareholders’ Meeting of April 25, 2019, for a period of 26 months, i.e. until June 25, 2021, with the exceptions of (i) the grant of Group performance shares approved by the Shareholders’ Meeting of June 26, 2020 and expired on December 31, 2020 and (ii) the authorization to implement capital increases reserved for employees of foreign companies approved by the Shareholders’ Meeting of June 26, 2020 for a period of 18 months, i.e. until December 26, 2021.