RUBIS: Combined Shareholders' Meeting of 11 June 2019

Paris, 12 June 2019, 5:35 pm

Rubis' Combined Shareholders' Meeting was held on Tuesday, 11 June 2019, at 2.00 pm at Salons Hoche, 9 avenue Hoche in the 8^tharrondissement of Paris.

After presenting the Company's business, its accounts and its key CSR issues, the Management answered all the questions put to them by the shareholders.

Shareholders adopted all of the resolutions submitted for their approval. These concerned, in particular:

- the separate and consolidated financial statements for FY2018;

- payment of a dividend of EUR1.59 per ordinary share and of EUR0.79 euro per preference share. The ex-dividend date has been set as of 17 June 2019. The shareholders may opt for the payment of the dividend in shares from 19 June to 10 July 2019 inclusive, at a subscription price of EUR40.15. The dividend, in cash and in shares, will be paid on 16 July 2019;

- renewal of the terms of office of 2 members of the Supervisory Board (C. Mazzacurati and M. H. Dessailly) and appointment of 3 new members (A. Goulart-Lechevalier, C. Fiquemont and M. O. Laurent);

- setting of the amount of fees to be paid to the members of the Supervisory Board for the current and subsequent financial years (EUR200,000);

- compensation payable to the Management and to the Chairman of the Supervisory Board for FY2018 (advisory opinion of the shareholders);

- share repurchase programme (liquidity contract);

- financial delegations subject to an overall ceiling fixed at a nominal value of EUR32 million (including a sub-ceiling of 10% of share capital for capital increases without preferential subscription rights);

- allocation of free shares and stock-options (subject to performance and presence conditions) to certain high-potential employees and corporate officers of the Group (Rubis' Managers not eligible) capped at 1.25% and 0.25% of the number of shares outstanding as of the date of this Shareholders' Meeting;

- authorization to increase the share capital in favor of employees investing in a company savings plan capped at EUR700,000.

Following the Combined Shareholders' Meeting, the Supervisory Board is composed of 11 members, with a female-male ratio of 45.4% and a rate of independence of 63.6%.

The detailed results of the voting on each resolution will be published soon on the Company's website (www.rubis.fr), under "Shareholders - General Meeting - 2019 General Meeting - Other documents".

This document is a translation of the original French document and is provided for information purposes only. In all matters of interpretation of information, views or opinions expressed therein, the original French version takes precedence over this translation.