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REGISTRATION DOCUMENT / L'oréal 2017 PROSPECTS by Jean-Paul Agon, Chairman and Chief Executive Officer

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REGISTRATION DOCUMENT / L'oréal 2017 PROSPECTS by Jean-Paul Agon, Chairman and Chief Executive Officer 2017 Registration Document Annual Financial Report - Integrated Report WorldReginfo - dfc8fd1b-2e3e-449f-bd8b-d11113ade13a Content PRESENTATION OF THE GROUP 2017 PARENT COMPANY FINANCIAL 1 INTEGRATED REPORT 5 5 STATEMENTS* 285 1.1. The L’Oréal Group: fundamentals 6 5.1. Compared income statements 286 1.2. A clear strategy : Beauty for all 11 5.2. Compared balance sheets 287 1.3. Good growth momentum for shared, lasting 5.3. Changes in shareholders’ equity 288 development* 25 5.4. Statements of cash flows 289 1.4. An organisation that serves the Group’s development 40 5.5. Notes to the parent company financial statements 290 1.5. Internal Control and risk management system 44 5.6. Other information relating to the financial statements of L’Oréal parent company 309 5.7. Five-year financial summary 310 CORPORATE GOVERNANCE * 45 5.8. Investments (main changes including shareholding 2 threshold changes) 311 2.1. Framework for the implementation of corporate 5.9. Statutory Auditors' Report on the financial statements 312 governance principles 46 2.2. Composition of the Board of Directors 49 2.3. Organisation and modus operandi of the Board of Directors 66 STOCK MARKET INFORMATION 2.4. Remuneration of the members of the Board of Directors 84 6 SHARE CAPITAL 317 2.5. Remuneration of the executive officers 86 6.1. Information relating to the Company 318 2.6. Summary statement of trading by executive officers in 6.2. Information concerning the share capital* 320 L’Oréal shares in 2017 103 6.3. Shareholder structure* 323 2.7. Summary table of the recommendations of the AFEP-MEDEF Code which have not been applied 104 6.4. Long-Term Incentive plans * 328 2.8. Risk factors and control environment 105 6.5. The L’Oréal share/L’Oréal share market 334 2.9. Statutory Auditors’ Reports 133 6.6. Information policy 339 3 L'ORÉAL’S CORPORATE SOCIAL, 7 ANNUAL GENERAL MEETING 341 ENVIRONMENTAL AND SOCIETAL 7.1. Draft resolutions and report of the Board of Directors RESPONSIBILITY* 135 (statement of reasons) to the Ordinary and Extraordinary General Meeting to be held on 17 April 2018 (adopted on 3.1. L’Oréal’s corporate social, environmental and societal 8 February 2018) 342 policies 137 7.2. Statutory Auditors' Reports 363 3.2. The Sharing Beauty With All programme 181 3.3. Methodological notes 205 3.4. Tables of concordance 208 APPENDIX 367 3.5. Statutory Auditors' Reports 214 8 8.1. Statutory Auditors 368 8.2. Historical financial information included by reference 368 2017 CONSOLIDATED FINANCIAL 8.3. Person responsible for the Registration Document and the 4 Annual Financial Report 369 STATEMENTS* 221 8.4. Declaration by the person responsible for the Registration Document and the Annual Financial Report 369 4.1. Compared consolidated income statements 223 8.5. Registration Document table of concordance 370 4.2. Consolidated statement of comprehensive income 224 8.6. Annual Financial Report table of concordance 372 4.3. Compared consolidated balance sheets 225 8.7. Table of concordance with the AMF tables on the 4.4. Consolidated statements of changes in equity 226 remuneration of executive officers and Directors 372 4.5. Compared consolidated statements of cash flows 228 8.8. Table of concordance of the Management Report 373 4.6. Notes to the consolidated financial statements 229 4.7. Consolidated companies at 31 December 2017 276 4.8. Statutory auditors' report on the consolidated financial statements 281 Detailed chapter contents can be found at the beginning of each chapter. * This information forms an integral part of the Annual Financial report as provided in the Article L. 451-1-2 of the French Monetary and Financial Code. WorldReginfo - dfc8fd1b-2e3e-449f-bd8b-d11113ade13a REGISTRATION DOCUMENT 2017 Annual Financial Report – Integrated Report Corporate and Social Responsability In application of Article 212-13 of the General Regulation of the Autorité des Marchés Financiers (AMF), this Registration Document was filed with the AMF on March 13th, 2018. This Registration Document may be used in connection with a financial transaction if it is accompanied by an information memorandum approved by the AMF. The document has been prepared by the issuer and its signatories incur liability in this regard. The use of the FSC (Forest Stewardship Council) label in this product is intended to signify that the paper comes from responsible sources — environmentally appropriate, socially beneficial and economically viable. LABEL OR This label recognises the most transparent Registration Documents according to the criteria of the Annual Transparency Ranking. WorldReginfo - dfc8fd1b-2e3e-449f-bd8b-d11113ade13a PROSPECTS by Jean-Paul Agon, Chairman and Chief Executive Officer Beauty has never looked this good. WorldReginfo - dfc8fd1b-2e3e-449f-bd8b-d11113ade13a 2 REGISTRATION DOCUMENT / L'ORÉAL 2017 PROSPECTS by Jean-Paul Agon, Chairman and Chief Executive Officer s people’s desires for beauty grow in multiple ways Being a leader both economically and socially is our goal. worldwide, beauty has never looked this good. Market Our ambition allows us to have a positive impact on the Agrowth accelerated in 2017, stimulated by extremely environment and society, as well as sustaining our success in favourable demographic and sociological developments. the long-term. 1 L'Oréal achieved a great new year In this dynamic market, Overall, 2017 was a year of significant progress for L'Oréal, in terms of sales and results. a pivotal year at a pivotal time. We are entering 2018 and the We strengthened our positions in categories, distribution coming years with great confidence in our unique and original channels and regions of the world, which are strategic for business model, ideally suited to this new world of beauty, the future. First, in the two most important categories of the full of new promises and opportunities. market, makeup and skincare. Secondly, in two key sectors: Let me share with you what I call our seven reasons for success. selective, where L'Oréal Luxe has experienced its strongest growth since 2000, and dermocosmetics, where our Active Firstly, a beauty market that will continue to grow in the Cosmetics Division has passed the two billion euro mark. coming years. This is in part thanks to the emergence of the In the New Markets also where, for the first time, we surpassed new middle and upper classes who are powerful consumers ten billion euros in sales, particularly thanks to the dynamism of of beauty, especially of premium products. But also the result the Asia, Pacific Zone. Lastly, two growth boosters are running of major shifts which reveal new needs, such as urbanisation full steam ahead: on the one hand, 2017 was another great year or ageing populations. of digital acceleration. Our e-commerce sales grew by +34%(1) Secondly, L’Oréal is the archetype of the “Beauty Pure Player” and online sales now exceed two billion euros, representing - nothing but beauty, for all types of beauty - and our unique nearly 25% of sales in a digitally advanced country like China. expertise acquired over 109 years, allows us to understand, On the other hand, Travel Retail, a high potential channel in extreme detail, the desires and aspirations of consumers all where L’Oréal celebrated its 40 years by strengthening its around the world. leadership position. Thirdly, our fundamentals, the reasons for our success today L'Oréal also delivered good results, achieving a record which will be the reasons for our success tomorrow: the operating margin of 18%. The year was marked by a sharp obsession of innovation and superior quality, more important increase in net income, up +15.3%, as well as by a dividend than ever in a world of ratings and reviews: our continuous increase that will be proposed at the Annual General Meeting(2). strategic focus on Research & Innovation is absolutely The Group has once again shown the strength of its powerful, necessary; the power of our brands, more essential than ever balanced and value-creating business model. in a world of consumer hyper-choice: the richness of our But our mission goes beyond economic success. This year, complementary brands, eight of which are already billionaires, through our sustainability programme, “Sharing Beauty makes and will continue to make the difference; the star With All”, we have once again demonstrated that economic products, strong and powerful, in a world of algorithms. performance and environmental and social performance go The fourth reason is our superior digital prowess in a world hand in hand and are even mutually reinforcing. For example, where technological developments is crucial. in 2017, the reduction in our CO emissions reached -73% 2 Fifth, our unique multipolar footprint in all categories, since 2005, whilst at the same time, our production increased distribution channels and regions of the world helps us to by +33%. spot new consumer trends more quickly and to adapt in real Our performances have been widely recognised. L'Oréal was time to market developments. the top performing global company on Newsweek’s 2017 Sixth: the recognised excellence of our environmental and Global 500 Green Rankings and CDP(3), the most respected social commitments. authority in sustainability, awarded us, for the second year running, three “A” ratings for our actions in fighting climate Finally: in a world where agility has become decisive, our change, water management and combatting deforestation. decentralised organisation, our entrepreneurial culture and the Another great source of pride - because it is a long struggle high quality of our teams in the countries and on the ground. - is the fact that L'Oréal has come first in the worldwide For all these reasons, we are more than ever optimistic, rankings on gender equality among over 3,000 companies confident and determined.
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