Slides
Page 2
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 Sébastien Bazin Chairman & CEO 2
Page 3
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 Besma Boumaza Group General Counsel & Board Secretary 3
Page 4
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 Martine Gerow Chief Financial Officer 4
Page 5
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 5 2024 Results DELANO DUBAI, UNITED ARAB EMIRATES
Page 6
FY 2024 Financial Highlights ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 6 1 Robust Q4 24 RevPAR +5.8% L/L vs. Q4 23 FY 24 RevPAR +5.7% L/L vs. FY 23 above “between +4% and +5%” guidance FY 24 Net Unit Growth at +3.5% in line with “between +3% and +4%” guidance Group pipeline up +3.8% with record signings in value 2 3 1 Revenue at €5,606m +11% vs. FY 23 M&F revenue at €1,393m +7% 3 Recurring FCF at €614m 55% cash conversion in line with guidance Ending 2024 on a strong note Solid delivery of new record financial results (1) RECURRING EBITDA IS DEFINED AS OPERATING PROFIT BEFORE DEPRECIATION & AMORTIZATION AND OTHER INCOME & EXPENSES. THIS DEFINITION IS STRICTLY IDENTICAL TO THE “EBITDA” METRIC PRESENTED IN THE PREVIOUS YEARS 4 €686m shareholder return in 2024 2 Recurring EBITDA(1) at €1,120m in the high end of the €1,100-1,125m guidance M&F EBITDA margin up 100bps 6
Page 7
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 7 From Recurring EBITDA to Net Income RECURRING EBITDA(1) In € millions OTHER INCOME & EXPENSES SHARE OF PROFITS/LOSSES OF ASSOCIATES AND JVS NET FINANCIAL EXPENSE PROFIT BEFORE TAX INCOME TAX MINORITY INTERESTS GROUP PROFIT FROM CONTINUING OPERATIONS DEPRECIATION & AMORTIZATION PROFIT FROM DISCONTINUED OPERATIONS GROUP NET PROFIT FOR THE FULL-YEAR OPERATING PROFIT FY 2023 FY 2024 1,003 12 (279) 735 44 (100) 679 (39) (17) 1,120 6 (341) 786 188 (124) 850 (193) (47) 623 10 610 - 633 610 DILUTED EARNINGS PER SHARE (IN €) 2.22 2.33 (1) RECURRING EBITDA IS DEFINED AS OPERATING PROFIT BEFORE DEPRECIATION & AMORTIZATION AND OTHER INCOME & EXPENSES. THIS DEFINITION IS STRICTLY IDENTICAL TO THE “EBITDA” METRIC PRESENTED IN THE PREVIOUS YEARS
Page 8
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 8 Strong Balance Sheet & Attractive Shareholder Return Successful refinancing of €500m hybrid2 Benefit from balance sheet initiatives Solid shareholder return track record 2,5% 2,6% 4,5% 3,1% 2,8% 4,6% 2,7% 6,5% 4,4% 2018 2019 2020 2023 2024 €655m €783m €300m €676m 5.3% 7.3% 2.7% 11.0% % of market cap (beginning of the year) Well sequenced debt maturity profile4 1 Debt maturity extension with new senior bond issuance €600m 7-year bond with a 3.875% coupon 7.5% €686m Group debt average maturity of more than 3 years and cost of debt at 2.5% 3 Share buyback Dividend €XXm Total (Share buyback + dividend)
Page 9
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 9 Accor Delivered its Guidance in 2024 and Confirms Mid-Term Perspectives Guidance FY23-27Actual FY24Guidance FY24 REVPAR GROWTH NUG GROUP RECURRING EBITDA(1) CASH CONVERSION SHAREHOLDER RETURN M&F REVENUE GROWTH SERVICES TO OWNERS EBITDA +3-4% +3-5% +6-10% Positive +9-12% >55% c.€3bn cumulated +5.7% +3.5% +7% €63m €1,120m (+12%) 55% €686m +4-5% +3-4% N/A Positive €1,100-1,125m N/A N/A (1) RECURRING EBITDA IS DEFINED AS OPERATING PROFIT BEFORE DEPRECIATION & AMORTIZATION AND OTHER INCOME & EXPENSES. THIS DEFINITION IS STRICTLY IDENTICAL TO THE “EBITDA” METRIC PRESENTED IN THE PREVIOUS YEARS
Page 10
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 10 Q1 2025 Business SWISSÔTEL DAMIAN JASNA, SLOVAKIA
Page 11
Q1 2025 Highlights 1 Sustained Q1 25 RevPAR growth +5.0% L/L vs. Q1 24 driven by geographical and segment diversification Net Unit Growth at +2.7% LTM Pipeline up +4.9% LTM2 1 Significant breakthrough in fast-growing markets (India and Mexico) 2 Well-timed February senior bond issuance €600m 8-year bond with a 3.50% coupon Sustained activity since the beginning of the year Strengthening portfolio & balance sheet +9.2% Group revenue growth +9.3% M&F revenue growth vs. Q1 24 3 3 Launch of a €200m tranche of share buyback ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 11 MERCURE KATHMANDU SUKHEDHARA HEIGHTS, NEPAL
Page 12
Sustained RevPAR Growth in Q1 25 ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 Premium, Midscale & Economy Luxury & Lifestyle Occupancy Rate Average Room Rate RevPAR L/L year-on-year 12 XX% ENA MEA APAC Americas TotalTotal Luxury Lifestyle TotalTotal +0.6% +4.6% +13.1% +3.4% +9.0% +6.3% +8.3%
Page 13
Share price evolution since May 31st, 2024 Basis 100 (as of May 26th, 2025) ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 13 (2)% CAC 40 +17% ACCOR +1% CAC 40 ESG 70 80 90 100 110 120 130 May-24 Jun-24 Jul-24 Aug-24 Sep-24 Oct-24 Nov-24 Dec-24 Jan-25 Feb-25 Mar-25 Apr-25 May-25
Page 14
€1.26 Dividend proposed for FY 2024 ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 2018 2019 2020 2021 2022 2023 2024 €0.34(1) €0.71 €1.18 per share €1.05 per share €1.05 per share (1) EXCEPTIONAL DIVIDEND €1.26 per share 14 14 Subject to the approval of the shareholders during this Shareholders’ Meeting
Page 15
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 15 Sébastien Bazin Chairman & CEO
Page 16
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 16 International travel back to 2019 level – Still Upside in APAC FY 24 International travel back to 2019 level Significant recovery upside in APAC 1 203 1 459 409 1 441 +11% yoy (1)% vs. 2019 +3-5% yoy expected in 2025 +32% +7% +1% (3)% (13)% SOURCE: UNWTO, JANUARY 2025 SOURCE: UNWTO, JANUARY 2025 Million international travelers International travel by destination in 2024 vs. pre-pandemic level
Page 17
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 17 Accor’s portfolio aligns well with growth geographies PORTFOLIO AND PIPELINE IN ROOMS AS OF DECEMBER 31 ST 2024 EUROPE & NORTH AFRICA ROOMS FEES 42% 48%Portfolio 26% 26%Pipeline APAC ROOMS FEES 21% 16%Portfolio 28% 27%Pipeline SOUTH AMERICAS ROOMS FEES 8% 5%Portfolio 5% 3%Pipeline 29% MEA ROOMS FEES 11% 15%Portfolio 13% 25%Pipeline NORTH AMERICAS ROOMS FEES 4% 12%Portfolio 3% 12%Pipeline 29% M&F FEES in FY 2024 FOR PORTFOLIO, BUDGETED FEES FOR PIPELINE AS OF DECEMBER 31 ST 2024 GREATER CHINA ROOMS FEES 14% 3%Portfolio 25% 7%Pipeline
Page 18
Emblematic Luxury & Lifestyle openings in 2024 ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 Sofitel Cotonou, Benin Raffles Jaipur, India Mama Shelter Nice, France 25 Hours Copenhagen, Denmark Sofitel Agadir Royal Bay Resort, Morocco Fairmont Long Beach, USA 18
Page 19
Emblematic Premium, Midscale & Economy openings in 2024 ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 19 Grand Mercure, Sanya Yalong Bay, China Handwritten, Nusa Dua Beach, Indonesia Swissôtel, Damian Jasna, Slovakia Novotel, Lubumbashi, Republic of Congo Handwritten, La Roche sur Yon, France ibis Styles, Melbourne, Australia
Page 20
Sofitel Legend The Mozart Prague, Czech Republic We are making the purpose a reality 20 ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 Pioneering the art of responsible hospitality, connecting cultures, with heartfelt care.
Page 21
Sofitel Legend The Mozart Prague, Czech Republic Our purpose is founded on 4 pillars that guide 8 commitments 21ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 PIONEERING The art of hospitality Responsible hospitality Connecting cultures Heartfelt care COMMITMENTS PURPOSE PILLARS 1. We unleash our Heartists’ creativity and curiosity in serving our guests 2. We infuse excellence to drive performance 1. We set the industry standards for ethical and responsible operations 2. We strive to make every stay a contribution to society and the environment 1. We turn every day into an intercultural journey 2. We promote and preserve local identities 1. We embed a fair- chance culture 2. We foster empathy and wellbeing in our ways of working
Page 22
FY24 Social & Environmental Targets 22ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 Diversity & Inclusion Target “39%” WOMEN IN VP & ABOVE POSITIONS 39% Eco-certified hotel ECO-CERTIFICATION IMPLEMENTATION Target “30% of hotels” 36% Water Consumption BASELINE MEASUREMENT Target “80% of managed hotels” “50% of franchised hotels” 92% 68% BUAHAN, A BANYAN TREE ESCAPE BUAHAN KAJA, INDONESIA
Page 23
Sofitel Legend The Mozart Prague, Czech Republic Heartists® culture in 2024 111,000 new hires in 2024 360,000 employees worldwide 90% of Heartists® have completed a training course 250 partnerships with schools and universities ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 23 FAIRMONT LA HACIENDA COSTA DEL SOL, SPAIN
Page 24
Sofitel Legend The Mozart Prague, Czech Republic Heartists Volunteering Program ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 A global volunteering initiative to connect Heartists with Local Communities • Launched by the Social Care & Impact team, it allows Heartists to dedicate time, skills and talent to solidarity initiatives • Embody the purpose of Responsible Hospitality by giving back to community • Two main focus: Social Elevator and Shelter & Protection • A Global Platform that enables employees to utilize their volunteer day through a variety of missions and associations chosen to align with company’s commitments Program Key Targets • 70% of corporate Heartists & 30% of Hotels taking part in volunteering initiatives 24 • Successful launches completed in our HQ (Paris, London, Madrid, Germany, Poland, Romania, Italy, Portugal, Morocco, Greece, Switzerland, the Netherlands, Belgium, Austria, São Paulo and Shanghai) • 53% of employees have registered in the listed cities • 97% employee satisfaction rate among those who use the platform. • 1,800 missions worldwide available in the platform • 360 associations registered in the platform First Results
Page 25
Sofitel Legend The Mozart Prague, Czech Republic ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 25
Page 26
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 26 Besma Boumaza Group General Counsel & Board Secretary
Page 27
27 Raffles Istanbul, Türkiye 27 Composition of the Board of Directors in 2024 Directors (including 2 Directors representing employees) Independent Directors* Women within the Board of Directors* 14 in 2025 subject to the approval of all resolutions relating to the appointment and renewal of Directors 58% in 2025 subject to the approval of all resolutions relating to the appointment and renewal of Directors 58% in 2025 subject to the approval of all resolutions relating to the appointment and renewal of Directors 13 64 % 55 % * Directors representing employees are not taken into account for the calculation of the independence rate and the gender diversity rate ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 28
2929 • Authorization of the partial contribution of assets of the Company's Luxury activities to its subsidiary, Accor Luxury & Lifestyle SAS; • Implementation of new processes for the development and analysis of sustainability information; • Repurchase of a block of shares for the purpose of cancelling them. 12 meetings with an average participation rate of 88 % In particular: Activities of the Board of Directors in 2024 ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 29
Travaux du Conseil d’administration en 2023 3030 5 Specialized Committees Audit, Compliance and Risk Committee Appointments and Compensation Committee Commitments Committee International Strategy Committee ESG Committee 6 members 83% independent directors 4 meetings in 2024 58% average attendance rate 7 members 67% independent directors 3 meetings in 2024 95 % average attendance rate 4 members 50% independent directors 2 meetings in 2024 75 % average attendance rate 5 members 60% independent directors 2 meetings in 2024 100 % average attendance rate 6 members 80% independent directors 4 meetings in 2024 88 % average attendance rate 01 02 03 04 05 Board of Directors' Committees in 2024 ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 30
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 31 Bruno Pavlovsky Committee Chairman
Page 31
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 32 Jean-Christophe Goudard EY
Page 32
33 Auditors reports Ordinary resolutions Resolution Universal Registration Document Notice of meeting Statutory Auditors’ report on the financial statements 1 p. 460 p. 67 Statutory Auditors’ report on the consolidated financial statements 2 p. 429 p. 63 Statutory Auditors’ special report on related-party agreements 21 p. 353 p. 71 ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 33
34 Auditors reports Extraordinary Resolutions Resolution Universal Registration Document Notice of meeting Report on the capital reduction 23 N/A p. 74 Report on the issuance of shares and various securities with the maintenance and/or waiver of preferential subscription rights 24 to 28 and 30 N/A p. 75 Report on the authorization of the allocation of existing or to be issued free shares 31 N/A p. 77 Report on the capital increase reserved for employees member of an employee share ownership plan 33 N/A p. 78 ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 34
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 35 Julien Laugel PwC
Page 35
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 36 Besma Boumaza Group General Counsel & Board Secretary
Page 36
37 • Company’s financial statements Net income: • Consolidated accounts Consolidated revenue: Net income, Group share: • Allocation of profit Dividend of 1.26€ per share, for a total dividend of 307,021,327.18 euros (based on 243,667,720 shares making up the Company's share capital at December 31, 2024) 615,577,410.19 € 5,606 millions euros 610 millions euros First to third resolutions APPROVAL OF THE COMPANY’S ANNUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2024 AND DETERMINATION OF DIVIDEND ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 37
38 Fourth to eleventh resolutions RENEWALS OF DIRECTORS’ MANDATES FOR A STATUTORY PERIOD OF THREE YEARS Mr. Sébastien Bazin Non-Independent Director Mrs. Asma Abdulrahman Al Khulaifi Non-Independent Director Mr. Ugo Arzani Non-Independent Director Mrs. Hélène Auriol-Potier Independent Director Mrs. Qionger Jiang Independent Director Mrs. Isabelle Simon Independent Director Mr. Nicolas Sarkozy Independent Director Mr. Sarmad Zok Non-Independent Director ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 38
39 Twelfth resolution APPOINTMENT OF A NEW DIRECTOR For a statutory period of three years Mrs. Katherine E. Fleming Independent Director ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 39
40 • Appointment of Deloitte as Statutory Auditor in charge of certifying the financial statements and as a Sustainability Auditor • Renewal of the mandate of PricewaterhouseCoopers Audit as Statutory Auditor in charge of certifying the financial statements and as a Sustainability Auditor • Term of office: 6 financial years, i.e. until the Shareholders’ Meeting called to approve the 2030 financial statements APPOINTMENT AND RENEWAL OF STATUTORY AUDITORS AND SUSTAINABILITY AUDITORS Thirteenth to sixteenth resolutions ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 40
41 • Say on pay ex post on : • the total compensation and all benefits in kind paid or granted in respect of the office, during or for the 2024 financial year, to all corporate officers; • the fixed, variable and exceptional components of total compensation, and all benefits in kind paid during the fiscal year ended December 31, 2024 or granted for the same fiscal year to Mr. Sébastien Bazin, Chairman and Chief Executive Officer. • Say on pay ex ante on : • the compensation policy applicable to Mr. Sébastien Bazin, Chairman and Chief Executive Officer; • the compensation policy applicable to Directors. APPROVAL OF COMPENSATION COMPONENTS FOR ALL CORPORATE OFFICERS Seventeenth to twentieth resolutions ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 41
42 Twenty-first resolution STATUTORY AUDITORS’ SPECIAL REPORT • No new related party agreements ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 42
43 Twenty-second and twenty-third resolutions AUTHORIZATION TO BUY BACK THE COMPANY'S SHARES AND TO REDUCE THE SHARE CAPITAL BY CANCELING TREASURY SHARES • Authorization to buy back the Company's shares: • Maximum number of shares that can be acquired: 10% of the share capital • Maximum purchase price: €80 per share • Duration: 18 months • Authorization to reduce the share capital by canceling treasury shares: • Maximum number of shares that may be cancelled: 10% of the share capital • Duration: 24 months • Not usable during public offer periods ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 43
44 Twenty-fourth to thirtieth resolutions FINANCIAL AUTHORIZATIONS RELATIVE TO COMPANY SHARE CAPITAL • Authorizations to the Board of Directors to increase the Company's share capital through the issuance of shares and/or securities giving access to the share capital, with or without preferential subscription rights • Overall ceiling of 50% of the capital for all capital increases • Overall sub-ceiling of 10% of the share capital for capital increases without preferential subscription rights • Duration: 26 months • Not usable during public offer periods ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 44
Thirty-first and thirty-second resolutions AUTHORIZATION TO GRANT PERFORMANCE SHARES TO EMPLOYEES AND EXECUTIVE OFFICERS • Overall ceiling of 2.5% of share capital • Subject to performance and presence conditions • The shares allocated to executive officers must not exceed 15% of the total number of shares allocated • Duration: 38 months ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025 45
Page 45
Thirty-third resolution AUTHORIZATION TO INCREASE THE SHARE CAPITAL FOR THE BENEFIT OF MEMBERS OF AN EMPLOYEE SHARE OWNERSHIP PLAN • Issuance of ordinary shares and/or securities giving access to the share capital, reserved for employees member of an employee share ownership plan • Overall ceiling of 2% of the capital • Duration: 26 months ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025 46
Page 46
Thirty-fourth resolution AMENDMENTS TO THE BYLAWS • Allow, for the sole purpose of implementing a mechanism for staggering terms of office, to reduce the directors' term of office to one or two years; • Allow the Board of Directors, if it so wishes, to take its decisions by written consultation (including by electronic means); • Increase the age limit for the Chief Executive Officer and Deputy Chief Executive Officers to 68; • More generally, to delete any unnecessary information or to clarify certain provisions. ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025 47
Page 47
48 Thirty-fifth resolution POWERS TO CARRY OUT LEGAL FORMALITIES • Customary resolution for the completion of the necessary formalities following the present Shareholders’ Meeting. ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 48
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 49
Page 49
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 50 Questions from the Shareholder Advisory Committee 1 - WHAT ROLE FOR ARTIFICIAL INTELLIGENCE TODAY AND TOMORROW? 2 - HOW ARE GEOPOLITICAL RISKS ASSESSED FOR ACCOR GROUP INVESTMENTS? 3 - CAN YOU TELL US ABOUT THE ACCOR GROUP'S DEVELOPMENT STRATEGY IN INDIA?
Page 50
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 51
Page 51
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 52
Page 52
53 First resolution APPROVAL OF THE COMPANY FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 53
54 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 Second resolution ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 54
55 Third resolution ALLOCATION OF PROFIT FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 AND DETERMINATION OF THE DIVIDEND ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 55
56 RENEWAL OF MR. SÉBASTIEN BAZIN’S MANDATE AS DIRECTOR OF THE COMPANY Fourth resolution ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 56
57 RENEWAL OF MRS. ASMA ABDULRAHMAN AL KHULAIFI'S MANDATE AS A DIRECTOR OF THE COMPANY Fifth resolution ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 57
58 Sixth resolution RENEWAL OF MR. UGO ARZANI'S MANDATE AS A DIRECTOR OF THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 58
59 Seventh Resolution RENEWAL OF MRS. HÉLÈNE AURIOL-POTIER'S MANDATE AS DIRECTOR OF THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 59
60 Eighth resolution RENEWAL OF MRS. QIONGER JIANG’S MANDATE AS A DIRECTOR OF THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 60
61 Ninth Resolution RENEWAL OF MR. NICOLAS SARKOZY'S MANDATE AS DIRECTOR OF THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 61
62 Tenth resolution RENEWAL OF MRS. ISABELLE SIMON'S MANDATE AS DIRECTOR OF THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 62
63 Eleventh resolution RENEWAL OF MR. SARMAD ZOK'S MANDATE AS DIRECTOR OF THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 63
64 Twelfth resolution APPOINTMENT OF MRS. KATHERINE E. FLEMING AS DIRECTOR OF THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 64
65 Thirteenth resolution APPOINTMENT OF DELOITTE AS STATUTORY AUDITOR IN CHARGE OF CERTIFYING THE FINANCIAL STATEMENTS FOR A PERIOD OF SIX FINANCIAL YEARS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 65
66 Fourteenth resolution RENEWAL OF PRICEWATERHOUSECOOPERS AUDIT'S MANDATE AS STATUTORY AUDITOR IN CHARGE OF CERTIFYING THE FINANCIAL STATEMENTS FOR A PERIOD OF SIX FINANCIAL YEARS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 66
67 Fifteenth resolution APPOINTMENT OF DELOITTE AS STATUTORY AUDITOR IN CHARGE OF CERTIFYING SUSTAINABILITY INFORMATION FOR A PERIOD OF SIX FINANCIAL YEARS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 67
68 Sixteenth resolution RENEWAL OF PRICEWATERHOUSECOOPERS AUDIT'S MANDATE AS STATUTORY AUDITOR IN CHARGE OF CERTIFYING SUSTAINABILITY INFORMATION FOR A PERIOD OF SIX FINANCIAL YEARS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 68
69 Seventeenth Resolution APPROVAL OF INFORMATION CONCERNING THE COMPENSATION OF ALL CORPORATE OFFICERS REFERRED TO IN ARTICLE L.22-10-9 I OF THE FRENCH COMMERCIAL CODE ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 69
70 Eighteenth resolution APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL COMPONENTS OF THE TOTAL COMPENSATION AND ALL BENEFITS IN KIND PAID DURING THE FISCAL YEAR ENDED DECEMBER 31, 2024 OR GRANTED FOR THE SAME FISCAL YEAR, TO MR. SÉBASTIEN BAZIN, CHAIRMAN AND CHIEF EXECUTIVE OFFICER ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 70
71 Nineteenth resolution APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 71
72 Twentieth resolution APPROVAL OF THE COMPENSATION POLICY FOR DIRECTORS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 72
73 Twenty-first resolution STATUTORY AUDITORS' SPECIAL REPORT ON RELATED-PARTY AGREEMENTS GOVERNED BY ARTICLES L.225-38 ET SEQ. OF THE FRENCH COMMERCIAL CODE ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 73
74 Twenty-second resolution AUTHORIZATION FOR THE BOARD OF DIRECTORS TO TRADE IN THE COMPANY’S SHARES ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 74
75 Twenty-third resolution AUTHORIZATION FOR THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELING TREASURY SHARES ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 75
76 Twenty-fourth resolution DELEGATION TO THE BOARD OF DIRECTORS TO CARRY OUT CAPITAL INCREASES, WITH PREFERENTIAL SUBSCRIPTION RIGHTS, BY ISSUING ORDINARY SHARES OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 76
77 Twenty-fifth resolution DELEGATION TO THE BOARD OF DIRECTORS TO ISSUE ORDINARY SHARES OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL, THROUGH A PUBLIC OFFER WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 77
78 Twenty-sixth resolution DELEGATION TO THE BOARD OF DIRECTORS TO ISSUE ORDINARY SHARES OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL, THROUGH AN OFFER GOVERNED BY ARTICLE L.411-2 II OF THE FRENCH MONETARY AND FINANCIAL CODE WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 78
79 Twenty-seventh resolution DELEGATION TO THE BOARD OF DIRECTORS TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED AS PART OF A CAPITAL INCREASE WITH OR WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 79
80 Twenty-eighth resolution DELEGATION TO THE BOARD OF DIRECTORS TO CARRY OUT CAPITAL INCREASES BY ISSUING ORDINARY SHARES OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL IN PAYMENT FOR CONTRIBUTIONS IN KIND GRANTED TO THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 80
81 Twenty-ninth resolution DELEGATION TO THE BOARD OF DIRECTORS TO INCREASE THE COMPANY’S SHARE CAPITAL BY CAPITALIZING RESERVES, PROFITS OR SHARE PREMIUM ACCOUNT ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 81
82 Thirtieth resolution LIMITATION OF THE TOTAL AMOUNT OF CAPITAL INCREASES THAT MAY BE CARRIED OUT UNDER THE ABOVE DELEGATIONS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 82
83 Thirty-first resolution AUTHORIZATION FOR THE BOARD OF DIRECTORS TO GRANT PERFORMANCE SHARES TO EMPLOYEES OR EXECUTIVE OFFICERS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 83
84 Thirty-second resolution RESTRICTION ON THE NUMBER OF FREE SHARES THAT MAY BE GRANTED TO EXECUTIVE OFFICERS OF THE COMPANY ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 84
85 Thirty-third resolution DELEGATION TO THE BOARD OF DIRECTORS TO ISSUE ORDINARY SHARES OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL TO MEMBERS OF AN EMPLOYEE SHARE OWNERSHIP PLAN, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 85
86 Thirty-fourth resolution AMENDMENTS TO THE BYLAWS ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 86
87 Thirty-fifth resolution POWERS TO CARRY OUT LEGAL FORMALITIES ACCOR – COMBINED SHAREHOLDERS’ MEETING – MAY 28, 2025
Page 87
ACCOR - COMBINED SHAREHOLDERS' MEETING - MAY 28, 2025 Sébastien Bazin Chairman & CEO 88