COMBINED GENERAL MEETING NOTICE OF MEETING WEDNESDAY JUNE 12, 2019 AT 3:15 P.M. PALAIS DES CONGRÈS 2, PLACE DE LA PORTE MAILLOT 75017 WELCOME to the Combined General Meeting

Wednesday June 12, 2019 at 3:15 P.M. Palais des Congrès, 2, place de la Porte Maillot 75017 Paris FOR MORE INFORMATION, visit the “Annual General Meeting” section on www.groupe.renault.com/en/fi nance/general-meeting/

WEBCAST OF THE ANNUAL GENERAL MEETING

For shareholders who are unable to attend the Annual General Meeting in person, there will be a live webcast of this meeting on www.groupe.renault.com , Finance/Annual General Meeting section.

FOR ADDITIONAL INFORMATION

Investors Relations department

(Toll-free from only) Or +33 (0)1 76 84 59 99 (France and abroad) E-mail: [email protected]

SUMMARY p.04 I. Annual General Meeting Agenda p.05 II. Renault in 2018 p.14 III. Governance of Renault p.32 IV. Compensation of corporate offi cers p.41 V. Draft resolutions p.60 VI. Statutory A uditors’ reports p.79 VII. How to participate in the Annual General Meeting p.86 VIII. Practical information A WORD FROM THE CHAIRMAN

Your Annual General Meeting

Dear Madam, Dear Sir, Dear shareholder, I am pleased to invite you to the Annual Meeting of Renault shareholders, to be held on Wednesday, June 12, 2019, at 3.15 p.m. at the Palais des Congrès in Paris. First of all, allow me to express my gratitude for your support and confidence in Groupe Renault. Your commitment to us is a strength for the group. To fully seize the opportunities of tomorrow’s mobility, we need to bring together all our potential. Together, shareholders, Groupe Renault employees, and with the support of our Alliance partners, we will continue to meet the challenges ahead and write the group’s success. Faced with the rapid development of new mobilities, increased competition, and major environmental challenges, we are working hard to achieve measurable progress and ensure the group’s long-term success. Our success also relies on your commitment to our strategy and values. Our new governance has been designed to guarantee ever greater efficiency and operationality, in a requirement for more transparency and enhanced ethics. Our Annual General Meeting will be the opportunity to introduce to you the new governance of Groupe Renault. With Mr. Thierry Bolloré, CEO and all the EXPO members of the Executive Committee, we will share with you our 2018 results, our prospects, as well as our strategy and actions in terms of Social and Environmental Renault Responsibility. at the Palais des Congrès In this brochure you will find all the practical information for participating in the meeting, as well as the agenda and the text of the resolutions submitted to your vote. From 1:30pm onwards, Thank you very much for your trust and loyalty. I look forward to seeing you on come and visit the exhibition. June 12th.

Jean-Dominique Senard Chairman of Groupe Renault

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 3 I. AGENDA ANNUAL GENERAL MEETING JUNE 12, 2019

Ordinary General Meeting

P Approval of the annual financial P Ratification of the co-opting of P Approval of the principles and criteria for statements for the financial year ended Mr Thomas Courbe as director appointed determining, allocating, and awarding the December 31, 2018 (first resolution) upon proposal of the French State components of the overall compensation P Approval of the consolidated financial (seventh resolution) and benefits of any kind attributable to statements for the financial year ended P Ratification of the appointment of the Chief Executive Officer for the 2019 December 31, 2018 (second resolution) Mr Jean-Dominique Senard as director financial year (thirteenth resolution) P P Allocation of net profits for the financial (eighth resolution) Approval of a related-party commitment year ended December 31, 2018, setting of P Appointment of Mrs Annette Winkler as governed by Article L. 225-42-1 of the the dividend and the dividend payment director (ninth resolution) French Commercial Code entered into by the Company to the benefit of Mr Thierry date (third resolution) P Approval of the components of the overall Bolloré, corresponding to a non-compete P Statutory Auditors’ report on the compensation and benefits of any kind agreement (fourteenth resolution) information used to determine the paid or allocated to the Chairman and P compensation for participating shares Chief Executive Officer for the financial Approval of a related-party commitment (fourth resolution) year ended December 31, 2018 (tenth governed by Article L. 225-42-1 of the French Commercial Code entered into by P Approval of the Statutory Auditors’ resolution) the Company to the benefit of Mr Thierry special report on the related-party P Approval of the principles and criteria for Bolloré, corresponding to a top-up agreements and commitments governed determining, allocating, and awarding the pension scheme (fifteenth resolution) by Articles L. 225-38 et seq. of the French components of the overall compensation P Commercial Code (fifth resolution) and benefits of any kind attributable to Authorization granted to the Board of directors to perform Company share P Approval of a related-party agreement the Chairman and Chief Executive Officer transactions (sixteenth resolution) governed by Article L. 225-38 of the for the 2019 financial year (eleventh P French Commercial Code – Second resolution) Powers to carry out formalities amendment to the Master Cooperation P Approval of the principles and criteria for (nineteenth resolution) Agreement entered into between the determining, allocating, and awarding the Company, Nissan Motor Co., Ltd., Daimler components of the overall compensation AG, Renault-Nissan b.V . and Mitsubishi and benefits of any kind attributable to Motors Corporation (sixth resolution) the Chairman of the Board of directors for the 2019 financial year (twelfth resolution)

Extraordinary General Meeting

P Authorization granted to the Board of P Authorization granted to the Board of directors to reduce the Company’s share directors to proceed with free allocations capital by cancelling treasury shares of existing or new Company shares to (seventeenth resolution) employees and to corporate officers of the Company and of companies of Groupe Renault, waiving shareholders’ preferential subscription rights (eighteenth resolution)

4 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com II. RENAULT IN 2018

2018 key figures

● GROUP REVENUES ● GROUP OPERATING MARGIN (€ million) (€ million)

VERSUS €58,770 M 57,419 IN 2017 3,612 vs 3,854 6.3% OF 6.6% OF REVENUES REVENUES

2018 2017

● FREE CASH FLOW INCLUDING AVTOVAZ ● EARNINGS PER SHARE ● DIVIDENDE (€ million) (€/share) (€/share) 607 12.24 3.55* VERSUS 19.23 IN 2017 VERSUS 3.55 IN 2017 * Proposed to the AGM of June 12, 2019

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 5 II. RENAULT IN 2018

2018 key figures

2018 2017 Restated(1) Change

Worldwide Group registrations(2) (million vehicles) 3.88 3.76 +3.2% Group revenues (€ million) 57,419 58,770 -2.3% Group operating profit (€ million) 3,612 3,854 -242 (% revenues) 6.3% 6.6% -0.3 pt Group operating income (€ million) 2,987 3,806 -819 Contribution from associated companies (€ million) 1,540 2,799 -1,259 o/w Nissan 1,509 2,791 -1,282 Net income(3) (€ million) 3,451 5,308 -1,857 Net income, Group share(3) (€ million) 3,302 5,212 -1,910 Earnings per share(3) (€) 12.24 19.23 -6.99 Automotive including AVTOVAZ operational free cash flow(4) (€ million) 607 945 -338 Automotive net cash position including AVTOVAZ(3) (€ million) 3,702 3,209 +493 Sales Financing, average performing assets (€ billion) 44.4 39.6 +12.0% (1) Implementation of IFRS 9 “Financial instruments” and IFRS 15 “Revenue from Contracts with Customers” as at January 1, 2018. (2) The Group’s worldwide sales in 2018 include those of Jinbei & Huasong. (3) Data for the year 2017 include adjustments for the change of accounting treatment of participating shares in 2018. (4) Operating free cash flow including AVTOVAZ: cash flow after interest and taxes paid (excluding dividends received from listed companies) less tangible and intangible investments net of disposals +/- change in working capital requirement. Sales performance 3,884,295 PC + LCV IN 2018 Group sales worldwide by Region

Passenger cars and light commercial vehicles (units)(3) 2018(1) 2017(2) Change (%)

Group 3,884,295 3,762,077 +3.2 Europe region 1,920,742 1,911,824 +0.5 Renault 1,401,376 1,442,350 -2.8 Alpine 1,943 7 +++ Dacia 511,622 463,784 +10.3 Lada 5,801 5,683 +2.1 Africa – Middle-East – India Region 448,959 532,118 -15.6 Renault 348,166 438,364 -20.6 Dacia 96,889 92,211 +5.1 Lada 3,090 1,543 +++ Jinbei & Huasong 814 - - Eurasia Region 747,602 732,795 +2.0 Renault 267,538 308,430 -13.3 Dacia 90,838 97,402 -6.7 Lada 389,026 326,963 +19.0 Jinbei & Huasong 200 - - Americas Region 437,248 389,420 +12.3 Renault 436,330 389,206 +12.1 Lada 365 214 +70.6 Jinbei & Huasong 553 - - Asia–Pacific Region 329,744 195,920 +68.3 Renault 79,157 93,441 -15.3 Alpine 148 - - Dacia 1,449 1,418 +2.2 Renault Samsung Motors 84,954 99,846 -14.9 Lada - 1,215 - Jinbei & Huasong 164,036 - - (1) Preliminary figures. (2) 2017 figures do not include Jinbei & Huasong sales. (3) TWIZY is a quadricycle and therefore not included in Group automotive sales except in Bermuda, Chile, Colombia, Guatemala, Ireland, Lebanon, Malaisia, Mexico and South Korea.

6 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Europe one car in four sold being a Lada or a Renault. Sales increased by 10.9%. Renault brand volumes were stable with 137,062 vehicles sold, 1,920,742 pending the arrival of Arkana in 2019. sales In Europe, sales were stable (+0.5%) in a market that grew by 0.2%. Lada recorded a 15.6% increase of its sales to 360,204 vehicles, with The Group’s growth comes mainly from the B segment (CLIO, CAPTUR, a 20% market share (+0.5 point) thanks to the successful renewal of SANDERO), and New DUSTER. CLIO remains the second best-selling its range. Lada Vesta has become the best-selling vehicle in Russia. vehicle in Europe and CAPTUR the first crossover in its class. In Brazil, the Group outperformed the market recovery, which rose The Dacia brand posted a new sales record in Europe with 13.6%. Sales increased by 28.5% to nearly 215,000 vehicles and 511,622 vehicles sold (+10.3%) and a record market share of 2.9% market share reached 8.7% (+1.0 point) thanks to the good results of (+0.3 points). This increase is linked to the performance of the New KWID, which was sold to more than 67,000 units. DUSTER launched at the beginning of the year and SANDERO. In Africa, the Group strengthened its leadership with a 18.1% In the electric vehicle segment, Renault is the European leader market share, with 218,797 vehicles sold, thanks to its performance with a 22.2% market share. ZOE saw its volumes increase by 26.1% in Morocco, South Africa and Egypt. The market share in Morocco (39,458 vehicles) and Kangoo Z.E. by 105.1% (8,747 vehicles). reached 43% with a 7% increase in sales volume. Dacia maintains its leadership with DOKKER and LOGAN, the two best-selling vehicles.

Outside Europe Renault brand sales rose by 14.9% to more than 26,000 units in South 1,963,553 Africa, representing a 4.9% market share. In Egypt, its market share sales reached 11.4%, up by more than 3 points with 20,504 vehicles sold. Groupe Renault is pursuing its Drive the Future plan by expanding In India, sales were down 26.8% in a market that grew by 8.4% internationally, with sales now representing 50.6% of total sales (vs. pending the launch of a new vehicle scheduled for the second half 49.2% in 2017), thanks in particular to the integration of the Jinbei of 2019. and Huasong brands, and despite the decline in sales in Turkey, India and the cessation of sales in Iran due to the application of American In China, the Group is continuing to implement the Drive the future sanctions. plan. Dongfeng-Renault volumes are down 26.9% pending the launch of new models in 2019. In total, by integrating the new Jinbei/Huasong In Russia, the Group’s second largest country in terms of sales volume, brands, the Group’s volumes in China amounted to 216,699 units. the market grew by 12.8%. The Group is the leader, with more than

Financial performance

Operating segment contribution to Group revenues now recognized, in all circumstances, in profit and loss at the time of the vehicle sale, instead of being recognized progressively as it From January 1, 2018 the Group applies IFRS 15 (“Revenue from was previously the case. In this framework, the Group changed the Contracts with Customers”). The main impact relates to the allocation of interest rate subsidies between operating segments, with treatment of incentives granted in the form of reduced interest on no impact on consolidated revenues. the sale of a vehicle with associated financing. These incentives are

OPERATING SEGMENT CONTRIBUTION TO GROUP REVENUES

2018 2017

(€ million) Q1 Q2 Q3 Q4 Year Q1 Q2 Q3 Q4 Year Automotive excluding AVTOVAZ 11,646 15,221 10,057 14,247 51,171 11,939 15,056 10,974 15,561 53,530 AVTOVAZ 716 761 627 936 3,040 569 722 634 802 2,727 Sales Financing 793 820 800 795 3,208 621 630 610 652 2,513 TOTAL 13,155 16,802 11,484 15,978 57,419 13,129 16,408 12,218 17,015 58,770

Change

(%) Q1 Q2 Q3 Q4 Year Automotive excluding AVTOVAZ -2.5 +1.1 -8.4 -8.4 -4.4 AVTOVAZ +25.8 +5.4 -1.1 +16.7 +11.5 Sales Financing +27.6 +30.2 +31.1 +22.0 +27.7 TOTAL +0.2 +2.4 -6.0 -6.1 -2.3

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 7 II. RENAULT IN 2018

Group revenues reached €57,419 million, down -2.3% compared to Excluding these two effects, the Automotive excluding AVTOVAZ 2017. At constant exchange rates and perimeter(1), Group revenues revenues grew by +0.8%. This increase is notably due to: would have increased by +2.5%. P a positive price effect of 1.4 point, resulting from the impact of price The Automotive excluding AVTOVAZ contribution to revenues increases in some emerging countries but also in Europe; amounted to €51,171 million, down -4.4% compared to 2017. With P the “Others” effect (+1.8 point) was mainly due to the good comparable presentation method, Automotive excluding AVTOVAZ performance of the used vehicle and spare parts activities, and to revenues would have been higher by €555 million (+1.0 point), offset lower sales with buy-back commitments. by an equal decrease in Sales Financing revenues. These positive factors compensated for the decrease of volume Beyond this negative -1.0 point effect mentioned above, this decrease (-0.5 point) and sales to partner (-1.8 point). The downturn in sales to was mainly explained by a negative currency effect of -4.1 points, due partners was mainly the result of the closure of the Iranian market to the strong devaluation of the Group’s main currencies (Argentinean and the decline of European demand for diesel. peso, Brazilian real, Russian rouble and Turkish lira).

Operating segment contribution to Group operating margin

(€ million) 2018 2017 Change

Automotive excluding AVTOVAZ 2,204 2,749 -545 % of division revenues 4.3% 5.1% -0.8 pt AVTOVAZ 204 55 +149 % of AVTOVAZ revenues 6.7% 2.0% +0.5 pt Sales Financing 1,204 1,050 +154 TOTAL 3,612 3,854 -242 % of Group revenues 6.3% 6.6% -0.3 pt

The Group’s operating margin amounted to €3,612 million and Sales Financing contributed €1,204 million to the Group’s operating represented 6.3% of revenues. Excluding IFRS 15 impact mentioned margin, compared to €1,050 million in 2017. This rise of nearly 15% above, the operating margin would have reached €3,724 million (6.5% was notably due to the good commercial performance in recent years. of revenues). The total cost of risk, that now includes a provision on healthy The Automotive excluding AVTOVAZ operating margin decreased by outstandings in accordance with IFRS 9 standard, reached a level of -€545 million to €2,204 million, representing 4.3% of revenues (4.5% 0.33% on average performing assets (0.11% in 2017), confirming its excluding the accounting reclassification mentioned here above and robust underwriting and collection policy. the IFRS 15 impact) compared to 5.1% in 2017. Other operating income and expenses amounted to -€625 million In addition to a negative volume effect of -€329 million, this compared to -€48 million in 2017. This sharp deterioration stemmed contraction was largely explained by an unfavorable environment, mainly from two factors: on the one hand, the consequences of the both in respect of: Argentinean crisis for more than €200 million, and on the other hand, provisions notably relating to the early retirement program in France, P currency, with an impact of -€526 million mainly due to the of nearly €300 million. depreciation of the Argentinean peso; and P raw materials, with an impact of -€356 million largely reflecting As a result, the Group’s operating income came to €2,987 million rising steel prices. compared to €3,806 million in 2017. To offset these negative effects, the Group pursued its cost Net financial income and expenses amounted to -€353 million, management policy resulting in a positive +€421 million from compared to -€391 million in 2017 (restated at comparable accounting Monozukuri(2) and price increases in emerging countries but also method after changes to the method used to account for redeemable in Europe leading to a positive mix/price/enrichment effect of shares). Improvements in the Group’s funding cost allowed it to absorb +€261 million. €31 million expense relating to the application of accounting rules linked to Argentina’s hyperinflation situation. The AVTOVAZ operating margin contribution rose to €204 million, compared to €55 million in 2017, representing 6.7% of its revenues and marked a new stage in the Company’s recovery thanks to the success of its recently launched models in a recovering market and its efforts to streamline costs. In addition, AVTOVAZ benefited, in 2018, from positive non-recurring impacts.

(1) In order to analyze the change in consolidated revenues at constant perimeter and exchange rates, Groupe Renault recalculates revenues for the current year by applying the average annual exchange rates of the previous year, and excluding significant changes in perimeter that occurred during the year. (2) Monozukuri: purchasing performance (excluding raw materials), warranty, R&D expenses, manufacturing and logistics costs.

8 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

The contribution of associated companies, primarily Nissan, came to Net income amounted to €3,451 million compared to €5,308 million. €1,540 million, compared to €2,799 million in 2017. In 2017, Nissan’s This decline came mainly from Nissan’s contribution, down contribution included a non-recurring income of €1,021 million linked €1,282 million, which notably benefited from one-off gains for to the tax reform voted at the end of 2017 in the USA and to the sale €1,021 million in 2017 as mentioned above. Net income, Group share, of its interest in the equipment manufacturer Calsonic Kansei. stood at €3,302 million (€12.24 per share, compared with €19.23 per share in 2017). Current and deferred taxes showed a charge of €723 million.

Automotive operational free cash flow

(€ million) 2018 2017 Change

Cash flow (excluding dividends received from publicly listed companies) 4,386 4,327 +59 Change in the working capital requirement 781 447 +334 Tangible and intangible investments net of disposals (4,166) (3,362) -804 Leased vehicles and batteries (509) (529) +20 Operational free cash flow excluding AVTOVAZ 492 883 -391 Operational free cash flow of AVTOVAZ 115 62 +53 Operational free cash flow including AVTOVAZ 607 945 -338

In 2018, the Automotive including AVTOVAZ segment reported P property, plant and equipment and intangible investments net of positive operational free cash flow of €607 million, of which disposals of €4,166 million compared to €3,362 million, an increase €115 million of AVTOVAZ operational free cash flow. Excluding of €804 million compared with 2017. AVTOVAZ, the change is resulting from: The capitalization rate excluding AVTOVAZ increased from 40.3% in P cash flow (excluding dividends received from publicly listed 2017 to 48.6% in 2018 in connection with the progress of projects. companies) of €4,386 million; Net capital expenditure and R&D expenses amounted to 9.4% of Group revenue, compared with 7.9% in 2017. P a positive change in the working capital requirement of €781 million;

Automotive net cash position as at December 31, 2018

(€ million) Dec. 31, 2018 Dec. 31, 2017 restated*

Non-current financial liabilities (6,196) (5,107) Current financial liabilities (3,343) (4,761) Non-current financial assets – other securities, loans and derivatives on financial operations +55 +89 Current financial assets +1,409 +1,143 Cash and cash equivalents +11,777 +11,845 NET CASH POSITION +3,702 +3,209 * The figures at December 31, 2017 include adjustments due to the change in the accounting treatment of redeemable shares in 2018.

Find the latest Renault shareholder news at www.groupe.renault.com/fi nance/actionnaire

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 9 II. RENAULT IN 2018

During 2018, Renault issued two Eurobonds of €700 million and At December 31, 2018, RCI Banque’s liquidity reserve stood at €750 million respectively (maturity six and eight years) via its EMTN €11 billion, consisting of: program. Renault also issued a Samurai for a nominal amount of P €4.4 billion in undrawn confirmed credit lines; ¥57.4 billion via its Shelf Registration program, comprising two P tranches, one for yen 39.1 billion with a three-year maturity and the €3.8 billion in central-bank eligible collateral; other for yen 18.3 billion with a five-year maturity. P €2.2 billion in high quality liquid assets (HQLA); P The Automotive segment’s liquidity reserves stood at €15.3 billion at €0.4 billion in financial assets. December 31, 2018. These reserves consisted of:

P €11.8 billion in cash and cash equivalents; P €3.5 billion in undrawn confirmed credit lines.

Change in shareholder’s equity Shareholder’s equity was up by €2,466 million to €36,145 million.

2014 2015 2016 2017 2018

Earnings per share (€) 6.92 10.35 12.57 19.23 12.24 Net dividend per share 1.90 2.40 3.15 3.55 3.55

2019 OUTLOOK In 2019, both the Global and European markets are expected to be stable(1) compared to 2018. The Russian market is expected to grow by at least 3% and the Brazilian market by 10%. Within this context, Groupe Renault is aiming to: P increase revenues (at constant exchange rates and perimeter)(2 ); P achieve a Group operating margin of around 6%; P generate a positive Automotive operational free cash flow.

(1) Excluding “hard Brexit”. (2) In order to analyze the change in consolidated revenues at constant perimeter and exchange rates, Groupe Renault recalculates revenues for the current year by applying the average annual exchange rates of the previous year and excluding significant changes in perimeter that occurred during the year.

10 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Renault SA five-year financial highlights

(€ million) 2014 2015 2016 2017 2018

Year-end financial position

Share capital (€ million) 1,127 1,127 1,127 1,127 1,127 Number of shares and investment certificates outstanding 295,722,284 295,722,284 295,722,284 295,722,284 295,722,284 Overall income from operations Earnings before tax, amortization, depreciation and provisions(1) 498 564 1,404 815 1,560 Income tax 95 160 81 95 91 Earnings after tax, amortization, depreciation and provisions 684 663 1,382 937 1,726 Dividends paid(2) 554 701 916 1,027 1,033 (4)(5) Earnings per share in Euros Earnings before tax, amortization, depreciation and provisions(1) 1.68 1.91 4.75 2.76 5.27 Earnings after tax, amortization, depreciation and provisions 2.31 2.24 4.67 3.17 5.84 Net dividend per share 1.90 2.40 3.15 3.55 3.55(5) Employees(3 ) (1) Provisions are those recorded during the year, less reversals and applications. (2 ) Regarding this financial year. (3 ) No employees. (4) On the basis of the shareholding as at April 12, 2019, date of publication of the notice of meeting in the BALO. (5) Dividend proposal submitted to the Annual General Meeting of June 12, 2019 for approval.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 11 II. RENAULT IN 2018

Shareholders and stock market

Breakdown of capital as at December 31, 2018

● OWNERSHIP STRUCTURE AS % OF SHARES ● OWNERSHIP STRUCTURE AS % OF EXERCISABLE VOTING RIGHTS(2) 1.71% 15.01% Treasury stock French State

28.60% French State

62.74% 15.00% Public Nissan

3.10% 5.91% 61.35% Daimler Daimler Pension Public Pension Trust e.V. Trust e.V. 2.44% 4.14% Employees (1) Employees (1)

(1) The portion of shares held by employees and former employees that are taken into account in this category corresponds to shares held in the FCPE mutual (2)( ) See Chapter 5.2.6.1 of the Company’s 2018 Registration document. funds. Evolution of Renault share price

400 Renault +55.9% 350 CAC 40 +13.9% 300

250

200

150

base 100

50

0 1999 2000 2001 2002 2003 2004 20052006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 03/29/99 12/31/18

20 years of Renault-Nissan cooperation CAC 40 RENAULT

SHAREHOLDER RENAULT ADVISORY COMMITTEE The Committee ensures the quality and transparency of the Active, it contributed to the preparation of the shareholder’s information delivered to shareholders. It evaluates the quality practical guide, to the development of the digitalization of the of Renault’s communication to its shareholders, with a view to Shareholders’ Club and to the improvement of the “Finance” making improvements and innovations. section of the Renault website.

12 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

2019 AGENDA for financial announcements

February 14, 2019 (BEFORE MARKET OPENING) 2018 financial results

April 26, 2019 (BEFORE MARKET OPENING) Q1 2019 revenues

June 12, 2019 (IN THE AFTERNOON) Annual General Meeting

July 26, 2019 (BEFORE MARKET OPENING) H1 2019 results

October 25, 2019 (BEFORE MARKET OPENING) Q3 2019 revenues

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 13 III. GOVERNANCE OF RENAULT

Board of Directors as of April 1, 2019

The composition of the Board aims to achieve a balance between professional experience, qualifications, independence and ethics, together all while ensuring a balanced representation of women and a diversity of recruitment consistent with the Group’s international dimension.

DIRECTORS DIRECTORS 3 representing employees 2 appointed by the Annual General Meeting upon proposal of Nissan Jean-Dominique SENARD Chairman of the Board

Eric Richard Frédéric PERSONNE GENTIL BARRAT Yu Yasuhiro SERIZAWA YAMAUCHI DIRECTOR 1 representing INDEPENDENT employee 20 10 DIRECTORS shareholders DIRECTORS appointed by the Benoît Annual General Meeting OSTERTAG 59.1 4.6 62.5%(1) AVERAGE YEARS INDEPENDENT AGE SENIORITY DIRECTORS DIRECTOR including 672 Committee 1 designated NATIONALITIES WOMEN Chairs Philippe Pascale by order, as LAGAYETTE* SOURISSE representative of the French State Martin VIAL

DIRECTOR Catherine Patrick Pierre 1 appointed by the BARBA THOMAS FLEURIOT Annual General Meeting, upon proposal of the Thomas Carlos GHOSN French State COURBE

Cherie Marie-Annick Miriem Thierry Olivia BLAIR DARMAILLAC BENSALAH DEREZ QIU CHAQROUN Specialized committees * Lead Independe nt Director

INTERNATIONAL, AUDIT, RISKS COMPENSATION APPOINTMENT AND INDUSTRIAL AND AND ETHICS Committee GOVERNANCE DIGITAL STRATEGY Committee Committee Committee 8 MEMBERS 5 MEMBERS 4 MEMBERS 9 MEMBERS 83,3% 100% 75% 80% (1) (1) INDEPENDENT INDEPENDENT INDEPENDENT (1) INDEPENDENT (1)

(1) Excluding the director representing employees and the director representing employee shareholders.

14 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Mapping of Board members’ skills

AUTO INDUSTRY FINANCE Mr. Barrat, Mr. Derez, Mr. Gentil, 11 10 Mr. Courbe, Mr. Derez, Mr. Fleuriot, Work of the Board Mr. Ghosn, Mr. Lagayette, Mr. Ghosn, Mr. Lagayette, of Directors Mr. Ostertag, Mr. Personne, Mr. Ostertag, Mr. Personne, Mr. Senard, Mr. Vial, Mr. Senard, Mr. Thomas, Mr. Vial Mr. Yamauchi, Ms. Sourisse STRATEGY

SENIOR EXECUTIVE DIGITAL AND 9 GOVERNANCE INNOVATION 6 EXPERIENCE Mr. Ghosn, Mr. Senard, Ms. Bensalah-Chaqroun, Ms. Qiu, Mr. Yamauchi, Ms. Barba, Ms. Sourisse, Mr. Derez, Mr. Fleuriot, FINANCE Ms. Qiu, Ms. Sourisse Mr. Ghosn, Mr. Senard, Mr. Thomas, Mr. Yamauchi 5 COMPENSATION INTERNATIONAL 9 ENVIRONMENTAL, SOCIAL AND GOVERNANCE EXPERIENCE Ms. Bensalah-Chaqroun, Ms. Blair, Ms. Darmaillac, Mr. Ghosn, Mr. Senard, Mr. Yamauchi, Ms. Barba, Mr. Ostertag, Mr. Senard ESG Ms. Bensalah-Chaqroun, Ms. Blair, Ms. Qiu, Ms. Serizawa, Ms. Sourisse

Group Executive Committee as of April 1, 2019

1. Thierry Bolloré, Chief Executive Officer of Groupe Renault 1. 2. 3. 2. Clotilde Delbos, Group CFO, Chairman of the Board of Directors of RCI Banque 12 3. José Vicente de los Mozos, MEMBERS Group EVP, Manufacturing & Logistics 4. Gaspar GASCON-ABELLAN, Deputy Alliance EVP, Engineering 5. Philippe GUÉRIN BOUTAUD, 2 Group EVP, Quality and Customer Satisfaction 4. 5. 6. WOMEN 6. Ali KASSAÏ, Group EVP, Product Planning and Programs 7. Olivier MURGUET, Group EVP, Sales and Regions 8. François RENARD, Group EVP, Global Marketing 9. François ROGER, Group EVP, Human Resources 10. Véronique SARLAT-DEPOTTE, Alliance Global EVP 4 Purchasing, Chairman and CEO of the Alliance Purchasing NATIONALITIES 7. 8. 9. Organization 11. Laurens VAN DEN ACKER, Group EVP, Corporate Design 12. Frédéric VINCENT, Group EVP, Information Systems and Transformation

10. 11. 12.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 15 III. GOVERNANCE OF RENAULT

Appointments proposed to the Annual General Meeting of June 12, 2019

During its meeting of April 3, 2019, the Board of Directors, on the • the non-renewal of the directorships of Mrs Cherie Blair and of recommendation of the Appointments and Governance Committee, Mr Philippe Lagayette who reached the age limit set in the articles decided to propose to the Annual General Meeting of June 12, 2019, of association; the following changes in the composition of the Board: In addition, during its meeting of April 3, 2019, the Board of Directors • the ratification of Mr Jean-Dominique Senard’s appointment as a took note of Mr Carlos Ghosn’s resignation from his term as a director director; effective June 12, 2019. • the ratification of Mr Thomas Courbe’s co-opting as a director Following the Annual General Meeting on June 12, 2019, subject to representing the French State to replace Mr Pascal Faure; the favorable votes of the shareholders on the proposed resolutions, • the appointment of Mrs Annette Winkler as an independent the Board of Directors will be composed of 18 members and will be d irector; and as follows: 18 DIRECTORS

including 57. 7 3. 4 78 . 6 %(1) 5 7 2 Committee AVERAGE AGE YEARS SENIORITY INDEPENDE NT NATIONALITIES WOMEN Chairs DIRECTORS

(1) Excluding the directors representing employees and the director representing employee shareholders.

16 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Ratification of Mr Jean-Dominique Senard’s appointment as director proposed to the Annual General Meeting

During its meeting held on January 24, 2019, the Company’s Board of Directors, upon recommendation of the Appointments and Governance Committee, decided to separate the offices of Chairman of the Board and Chief Executive Officer. It appointed Mr Jean-Dominique Senard as a new director pursuant to the provisions of Article L. 225-17 para. 3 of the French Commercial Code and elected him as Chairman of the Board of Directors. It is proposed that the Annual General Meeting ratify, pursuant to the provisions of Article L. 225-24 of the French Commercial Code, Mr Jean-Dominique Senard’s appointment as director for a four-year term, until the close of the Annual General Meeting that will be called to approve the financial statements for the 2022 financial year.

JEAN-DOMINIQUE SENARD, CHAIRMAN OF THE BOARD OF DIRECTORS

BIOGRAPHY – PROFESSIONAL EXPERIENCE OFFICES AND OTHER FUNCTIONS IN FRENCH AND Jean-Dominique Senard graduated from France’s HEC INTERNATIONAL COMPANIES business school (Hautes Études Commerciales). He also CURRENT OFFICES holds a Master’s Degree in Law. OFFICES AND FUNCTIONS IN GROUPE RENAULT He began his career in various financial and operations COMPANIES: positions with Total, from 1979 to 1987, and then with Saint- Listed companies: Gobain from 1987 to 1996. Chairman of the Board of Directors of Renault SA From 1996 to 2001, he was Chief Financial Officer of (France) Pechiney and a member of its Group Executive Council. He was also head of Pechiney’s Primary Aluminum sector until Non-listed companies: Birth date: 03/07/1953 2004. As a member of Alcan’s Executive Committee, he was Director of Renault s.a.s. (France) Nationality: French in charge of integrating Pechiney and served as Chairman Other legal entities: Date of first of Pechiney SA. None Jean-Dominique Senard joined in March 2005 as appointment: OFFICES AND FUNCTIONS IN COMPANIES OUTSIDE OF January 2019 Chief Financial Officer and a member of the Michelin group GROUPE RENAULT: Executive Council. Start date of current Listed companies: term of office: In May 2007, he was appointed as Managing Partner of the January 2019 Michelin group. Chief Executive Officer and General Partner of Michelin (France) Current term expires: On May 13, 2011, Jean-Dominique Senard was appointed as Lead Independent Director and Chairman of the 2023 AGM Managing General Partner of the Michelin group alongside Michel Rollier. Strategy and CSR Committee of Saint-Gobain (France) Main areas of expertise Non-listed companies: and experience: see Jean-Dominique Senard has been CEO of the Michelin group biography hereafter since May 2012. He supervises the Executive Committee and None the Legal and Digital Activities Corporate Directions. Number of registered Other legal entities: shares held: 1,700 On January 24, 2019, Jean-Dominique Senard was appointed Chairman of Association Française des Entreprises pour as Chairman of the Board of Directors of Renault. Skills*: l’Environnement (France) Co-Chairman of the Agence Auvergne-Rhône-Alpes Entreprises (France)

OFFICES IN OTHER COMPANIES IN THE Deadline PAST FIVE YEARS NO LONGER HELD Term expired

Managing Partner of Compagnie Financière Michelin SCmA (France) 2017

Senior Executive International Digital and Environmental, Finance Automotive experience experience innovation Social and industry Governance

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 17 III. GOVERNANCE OF RENAULT

Ratification of Mr Thomas Courbe’s co-opting as director appointed upon proposal of the French State proposed to the Annual General Meeting

During its meeting held on October 5, 2018, the Company’s Board of Directors co-opted Mr Thomas Courbe as director appointed upon proposal of the French State pursuant to Article 6 of French Order no. 2014-948 of August 20, 2014 on corporate governance and equity transactions in publicly-held companies, as amended, in replacement of Mr Pascal Faure, who resigned, for the remainder of his term of office, until the close of the Annual General Meeting that will be called to approve the financial statements for the 2020 financial year. It is proposed that the Annual General Meeting ratify pursuant to the provisions of Article L. 225-24 of the French Commercial Code, Mr Thomas Courbe’s co-opting.

THOMAS COURBE, DIRECTOR REPRESENTING THE FRENCH STATE

BIOGRAPHY – PROFESSIONAL EXPERIENCE OFFICES AND OTHER FUNCTIONS IN FRENCH AND Thomas Courbe is Ingénieur général de l’Armement and a INTERNATIONAL COMPANIES graduate of the École Supérieure de l’Aéronautique et de CURRENT OFFICES l’Espace (SUPAERO). OFFICES AND FUNCTIONS IN GROUPE RENAULT He began his career in 1995 at the Ministry of Defense as COMPANIES: head of fighter aircraft programs then Chief of Staff of the Listed companies: Director of Aircraft programs. Director of Renault SA (France) He joined the Directorate General of the Treasury in 2002 where he was successively deputy head of the Asia office, Non-listed companies: head of the Africa -Maghreb office, head of the aeronautical, Director of Renault s.a.s. (France) military and naval business office, Secretary General of the Other legal entities: Birth date: 10/03/1972 Paris Club and then Deputy Director of bilateral economic None Nationality: French relations. OFFICES AND FUNCTIONS IN COMPANIES OUTSIDE OF Date of first In 2010, he was appointed Chief of Staff of the State GROUPE RENAULT: appointment: Secretary in charge of Foreign Trade (Pierre Lellouche) and October 2018 Deputy Chief of Staff of the French Minister of Economy, Listed companies: Start date of current Finance and Industry (Christine Lagarde and then François Censor of Orano SA (France) term of office: Baroin). Non-listed companies: October 2018 In 2012, he returned to the Treasury department where he Government Representative on the Board of La Poste Current term expires: served as Secretary General, then Deputy Director General (France) 2021 AGM from 2015 to 2018. Other legal entities: In August 2018, Thomas Courbe was appointed Director Number of registered None shares held: N/A General for Entreprises. OFFICES IN OTHER COMPANIES IN THE Deadline Main areas of expertise Term expired and experience: see PAST FIVE YEARS NO LONGER HELD biography hereafter Director of Dexia SA (France) 2018 Skills: Director of Dexia Crédit Local (France) 2018

18 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Appointment of an Independent Director proposed to the Annual General Meeting

During its meeting held on April 3, 2019, upon recommendation of the Appointments and Governance Committee, the Board of Directors decided to propose the appointment of Mr Annette Winkler as Independent Director to the Annual General Meeting, for a four-year term, until the close of the Annual General Meeting that will be called to approve the financial statements for the 2022 financial year, replacing Mrs Cherie Blair, whose term of office expires at the close of the Annual General Meeting of June 12, 2019.

ANNETTE WINKLER

BIOGRAPHY – PROFESSIONAL EXPERIENCE OFFICES AND OTHER FUNCTIONS IN FRENCH AND Dr. Annette Winkler holds a degree in economics from INTERNATIONAL COMPANIES the University of Frankfurt (Germany) and was managing CURRENT OFFICES partner of a mid-sized construction company. Listed companies: In 1995, she joined the Mercedes-Benz group, where she Director, member of the Remuneration Committee and held various positions, including Director of Public Relation of the Appointments and Governance Committee of L’Air and Communications. Liquide SA (France) After spending two years as Head of the Mercedes-Benz Non-listed companies: sales and service business in Braunschweig, she became Chief Executive Officer of DaimlerChrysler Belgium and Member of the Supervisory Board of Mercedes-Benz Luxembourg (1999-2005), then Vice-President Global South Africa (South Africa) Birth date: 09/27/1959 Business Management & Wholesale Europe before Other legal entities: Nationality: German becoming responsible for the development of the global Member of the Council for Foreign Economic Affairs of Date of first Mercedes-Benz Dealer Network (2006-2010). the German Ministry for Economics (Germany) appointment: N/A From 2010 to 2018 she was Chief Executive Officer of Smart (with worldwide responsibility for the brand and also in OFFICES IN OTHER COMPANIES IN THE Term expiry Start date of current PAST FIVE YEARS NO LONGER HELD term of office: N/A charge of the Smart factory in Lorraine). Current term expires: Mrs Annette Winkler has been a member of the Board of Vice-President of Daimler AG N/A Directors of the French listed company L’ since (Germany) 2018 2014. Number of registered Chief Executive Officer of Smart shares held: None (Germany) 2018 Main areas of expertise and experience: see biography hereafter Skills:

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 19 III. GOVERNANCE OF RENAULT

Board of Directors as of December 31, 2018

Overview of the Board of Directors as of December 31, 2018

Participation in Board Personal information Position on the Board Committees

Indepen- Initial date of Term of office Length of service Director Gender Age Nationality Number of shares dence appointment expires on the Board CARE AGC CC IISC French- 957,394 Chaimran 16 years and Carlos Ghosn M 64 Brazilian (as at April 3, 2019) and CEO April 2002 2022 AGM 9 months 1 year and Catherine Barba F 45 French 100 ID June 2017 2022 AGM 7 months m m 194.53 units in an November November 2 years and Frédéric Barrat M 46 French FCPE DRE 2016 2020 2 months m Miriem Bensalah 1 year and Chaqroun F 56 Moroccan 250 ID June 2017 2021 AGM 7 months 3 years and Cherie Blair F 64 British 100 ID April 2015 2019 AGM 9 months m Thomas Courbe M 46 French N/A FSR October 2018 2021 AGM 3 months Marie-Annick 1 year and Darmaillac F 64 French 100 ID June 2017 2021 AGM 7 months m c Thierry Derez M 61 French 300 ID February 2018 2020 AGM 11 months m Pierre Fleuriot M 64 French 100 ID June 2018 2022 AGM 7 months m November November 6 years and Richard Gentil M 50 French 1 DRE 2012 2020 2 months m 11 years and Philippe Lagayette M 75 French 2,680 ID May 2007 2019 AGM 8 months c m 152.09 units 7 years and Benoît Ostertag M 53 French in an FCPE DRES May 2011 2021 AGM 8 months m m 100 shares and 151.98 units November November 6 years and Éric Personne M 56 French in an FCPE DRE 2012 2020 2 months m m French- 2 years and Olivia Qiu F 52 Chinese 800 ID April 2016 2020 AGM 9 months m c December 2 years and Yu Serizawa F 60 Japanese 100 NR 2016 2021 AGM 1 month 8 years and Pascale Sourisse F 56 French 1,000 ID April 2010 2022 AGM 9 months m 4 years and Patrick Thomas M 71 French 100 ID April 2014 2022 AGM 9 months c m September 3 years and Martin Vial M 64 French N/A FSR 2015 N/A 4 months m m 1 years and Yasuhiro Yamauchi M 62 Japanese 2,785 NR February 2017 2022 AGM 11 months m

M: Male. IISC: International and Industrial Strategy Committee. DRE: Director representing employees. F: Female. m: Member. DRES: Director representing employee shareholders. CARE: Audit, Risks and Ethics Committee. c: Chair person. FSR: French State Representative. AGC: Appointments and Governance Committee. ID: Independent Director. NR: Nissan representative. CC: Compensation Committee.

AS OF DECEMBER 31, 2018 19 DIRECTORS

including (1) 58.3 4.4 66.7% 6 7 2 Committee AVERAGE AGE YEARS SENIORITY INDEPENDENT NATIONALITIES WOMEN Chairs DIRECTORS

(1) Excluding the directors representing employees and the director representing employee shareholders.

20 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Directors sitting at the Board as of December 31, 2018

The main office or function exercised by a director is underlined.

CARLOS GHOSN, CHAIRMAN OF THE BOARD OF DIRECTORS (UNTIL JANUARY 23, 2019)

Director OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES Birth date: CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline 03/09/1954 Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER Nationality: French- HELD Lebanese-Brazilian Listed companies: Date of first Chairman and Chief Executive Officer of Renault SA Chairman of the Board of appointment: (France), until January 23, 2019 Directors of AVTOVAZ (Russia) 2016 April 2002 Director of Renault SA (France), until June 12, 2019 Chief Executive Officer of Nissan Start date of Non-listed companies: Motor Co., Ltd. (Japan) 2017 current term of Director of Renault s.a.s. (France) Chairman of the Board of office: June 2018 Chairman of Mobiliz Invest (France) Directors of Nissan Motor Co., Ltd. (Japan) 2018 Current term President of the Management Board of Renault-Nissan expires: 2019 AGM b.v. (Netherlands), until February 1, 2019, and member of Chairman of the Board of Number of the Management Board until February 28, 2019 Directors of Mitsubishi Motors Corporation (Japan) 2018 registered shares Member of the Management Board of Nissan-Mitsubishi held: 957,394 b.v. (Netherlands) Chairman of the Fondation d’entreprise Groupe Renault (as of April 3, 2019) Chairman of the Management Board of Alliance Rostec (France) 2018 Skills: Auto b.v. (Netherlands) Member of the Supervisory Chairman of the Board of Directors of Renault do Brasil Board of Alliance Ventures b.v. (Brazil) (Netherlands) 2018 Other legal entities: None. Offi ces and functions in companies outside of Groupe Renault: Listed companies: Member of the Board of Directors of Nissan Motor Co., Ltd. (Japan), until April 8, 2019 Member of the Board of Directors of Mitsubishi Motors Corporation (Japan) Non-listed companies: Member of the Board of Directors of Saradar Bank (Lebanon) Member of the Board of Directors of Wines of Lebanon SAL (Lebanon), Cedrar SAL (Lebanon), SGI Holding SAL (Lebanon), Adonis GB Holding SAL (Lebanon) Other legal entities: Director of Association des Constructeurs Européens d’Automobiles (Belgium) Member of the International Advisory Council of Beijing’s Tsinghua University (China) Member of the Strategic Council for Beirut’s Saint Joseph University (Lebanon)

Senior Executive International Digital and Environmental, Finance Automotive experience experience innovation Social and industry Governance

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 21 III. GOVERNANCE OF RENAULT

CATHERINE BARBA, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 02/28/1973 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: French Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER Date of first HELD appointment: Listed companies: June 2017 Director of Renault SA (France) Director of Leetchi (France) 2015 Start date of Non-listed companies: Director of MangoPay (France) 2015 current term of Director of Renault s.a.s. (France) Director of So Shape (France) 2016 office: June 2018 Other legal entities: Director of Electronic Business Current term Group (France) 2016 expires: 2022 AGM None Offi ces and functions in companies outside of Groupe Number of Renault: registered shares held: 100 Listed companies: Skills: None Non-listed companies: Chairwoman of CB Group (SAS, France) Member of the Supervisory Board of ETAM (France) Director of Euveka (France) Director of Popshop Live (United States) Director of Reech (France) Director of RelevanC (France) Other legal entities: None

FRÉDÉRIC BARRAT, DIRECTOR ELECTED BY EMPLOYEES

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 09/05/1972 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: French Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER Date of first HELD appointment: Listed companies: November 2016 Director of Renault SA (France) None Start date of Non-listed companies: current term Director of Renault s.a.s. (France) of office: Other legal entities: November 2016 Current term None expires: Offi ces and functions in companies outside of Groupe November 2020 Renault: Number of Listed companies: registered shares None held: Non-listed companies: 194.53 units in an FCPE mutual fund None Skills: Other legal entities: None

22 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

MIRIEM BENSALAH CHAQROUN, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 11/14/1962 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER Moroccan HELD Date of first Listed companies: appointment: Director of Renault SA (France) Director of Eutelsat (France) 2017 June 2017 Non-listed companies: Chairman of the Confédération Start date of Director of Renault s.a.s. (France) Générale des Entreprises du current term of Other legal entities: Maroc (Morocco) office: 2018 June 2017 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: 2021 AGM Listed companies: Number of Vice-President and Chief Executive Officer of Les Eaux registered shares Minérales d’Oulmès (Morocco) held: 250 Director of Suez (France) Skills: Non-listed companies: Director of Holmarcom (Morocco) Miriem Bensalah Chaqroun holds several offices with non-listed subsidiaries and/or participations of Les Eaux Minérales d’Oulmès. For the sake of clarity, not all of these offices are listed here. Other legal entities: Member of the Board and Chairman of the Audit Committee of Bank Al Maghrib (Central Bank of Morocco, Morocco) Director of Al Akhawayn University (Morocco) Chairman of the Centre Euro-Méditerranéen d’Arbitrage (Morocco)

CHERIE BLAIR, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 09/23/1954 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER British HELD Date of first Listed companies: appointment: Director of Renault SA (France) None April 2015 Non-listed companies: Start date of Director of Renault s.a.s. (France) current term of office: April 2015 Other legal entities: Current term None expires: 2019 AGM Offi ces and functions in companies outside of Groupe Renault: Number of registered shares Listed companies: held: 100 Director of Dangote Cement Plc. (Nigeria) Skills: Non-listed companies: Founder and Chair, Omnia Strategy LLP, London (United Kingdom) Other legal entities: Founder, Cherie Blair Foundation for Women (United Kingdom)

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 23 III. GOVERNANCE OF RENAULT

THOMAS COURBE, DIRECTOR REPRESENTING THE FRENCH STATE

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 10/03/1972 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of first Listed companies: appointment: Director of Renault SA (France) Director of Dexia SA (France) 2018 October 2018 Non-listed companies: Director of Dexia Crédit Local Start date of Director of Renault s.a.s. (France) (France) 2018 current term of Other legal entities: office: October 2018 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: 2021 AGM Listed companies: Number of Censor of Orano SA (France) registered shares Non-listed companies: held: N/A Government Representative on the Board of La Poste Skills: (France) Other legal entities: None

MARIE-ANNICK DARMAILLAC, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 11/24/1954 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of first Listed companies: appointment: Director of Renault SA (France) None June 2017 Non-listed companies: Start date of Director of Renault s.a.s. (France) current term of Other legal entities: office: June 2017 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: 2021 AGM Listed companies: Number of Permanent Representative of Financière V on the Board registered shares of Bolloré (France) held: 100 Permanent Representative of Financière V on the Board Skills: of Financière de l’Odet (France) Permanent Representative of Socfrance on the Board of Société Industrielle et Financière de l’Artois (France) Permanent Representative of the Société des Chemins de Fer & Tramways du Var et du Gard on the Board of Financière Moncey (France) Non-listed companies: President of the Société Immobilière Mount Vernon (France) Other legal entities: None

24 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

THIERRY DEREZ, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 02/18/1957 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of first Listed companies: appointment: Director of Renault SA (France) Director of Scor SE (France) 2018 February 2018 Non-listed companies: Thierry Derez has held numerous offices in Start date of Director of Renault s.a.s. (France) current term of subsidiaries of Covéa. For the sake of clarity, Other legal entities: office: not all of these offices are listed here. February 2018 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: 2020 AGM Listed companies: Number of None registered shares Non-listed companies: held: 300 Chairman and Chief Executive Officer of Covéa (SGAM) Skills: (France) Thierry Derez holds numerous offices in non-listed subsidiaries and/or participations of Covéa. For the sake of clarity, not all of these offices are listed here. Other legal entities: None

PIERRE FLEURIOT, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 01/31/1954 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of first Listed companies: appointment: Director of Renault SA (France) Chief Executive Officer of Credit June 2018 Non-listed companies: Suisse France (France) 2016 Start date of Director of Renault s.a.s. (France) current term of Other legal entities: office: June 2018 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: 2022 AGM Listed companies: Number of None registered shares Non-listed companies: held: 100 Chairman of PCF Conseil & Investissement (France) Skills: Director and Chairman of the Governance, Appointments and Remuneration Committee of the Casablanca Stock Exchange (Morocco) Other legal entities: Chairman of Cercle de l’Orchestre de Paris (France)

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 25 III. GOVERNANCE OF RENAULT

RICHARD GENTIL, DIRECTOR ELECTED BY EMPLOYEES

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 04/29/1968 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of first Listed companies: appointment: Director of Renault SA (France) None November 2012 Non-listed companies: Start date of Director of Renault s.a.s. (France) current term Other legal entities: of office: November 2016 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: November 2020 Listed companies: Number of None registered shares Non-listed companies: held: 1 None Skills: Other legal entities: None

PHILIPPE LAGAYETTE, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 06/16/1943 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of first Listed companies: appointment: Director of Renault SA (France) Director of (formerly PPR) May 2007 Non-listed companies: (France) 2016 Start date of Director of Renault s.a.s. (France) current term of Other legal entities: office: April 2015 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: 2019 AGM Listed companies: Number of None registered shares Non-listed companies: held: 2,680 Chairman of PL Conseils (France) Skills: Director of Fimalac (France) Other legal entities: Honorary Chairman of the Fondation de France (France) Chairman of the Fondation de Coopération Scientifique for Alzheimer’s research (France)

26 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

BENOÎT OSTERTAG, DIRECTOR ELECTED UPON PROPOSAL OF THE EMPLOYEE SHAREHOLDERS

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 08/02/1965 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of Listed companies: first appointment: Director of Renault SA (France) None May 2011 Non-listed companies: Start date of Director of Renault s.a.s. (France) current term of Other legal entities: office: June 2017 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: 2021 AGM Listed companies: Number of None registered shares Non-listed companies: held: 152.09 units in an None FCPE mutual fund Other legal entities: Skills: None

ÉRIC PERSONNE, DIRECTOR ELECTED BY EMPLOYEES

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 10/14/1962 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of first Listed companies: appointment: Director of Renault SA (France) None November 2012 Non-listed companies: Start date of Director of Renault s.a.s. (France) current term Other legal entities: of office: November 2016 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: November 2020 Listed companies: Number of None registered shares Non-listed companies: held: 100 shares and None 151.98 units in an Other legal entities: FCPE mutual fund Director of Institut Français des Administrateurs (France) Skills:

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 27 III. GOVERNANCE OF RENAULT

OLIVIA RONGHONG QIU, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 08/19/1966 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French, Chinese HELD Date of first Listed companies: appointment: Director of Renault SA (France) Director of Saint-Gobain SA April 2016 Non-listed companies: (France) 2017 Start date of Director of Renault s.a.s. (France) Olivia Qiu has held numerous offices with current term of Other legal entities: subsidiaries of Alcatel-Lucent. For the sake of office: clarity, these offices are not listed here. April 2016 None Current term Offi ces and functions in companies outside of Groupe expires: Renault: 2020 AGM Listed companies: Number of None registered shares Non-listed companies: held: 800 None Skills: Other legal entities: None

YU SERIZAWA, DIRECTOR APPOINTED UPON PROPOSAL OF NISSAN

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 07/25/1958 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER Japanese HELD Date of first Listed companies: appointment: Director of Renault SA (France) Secretary General for December 2016 Non-listed companies: International Affairs, Science Start date of Director of Renault s.a.s. (France) and Technology in Society current term Other legal entities: Forum (Japan) 2013 of office: December 2016 None Current term Offi ces and functions in companies outside of Groupe expires: 2021 AGM Renault: Number of Listed companies: registered shares None held: 100 Non-listed companies: Skills: President and Chief Executive Officer of Forma Corporation (Japan) Advisor to the President of Mori Building Company, Limited (Japan) Other legal entities: Director General for International Affairs, Science and Technology in Society (STS) Forum (non-profit organization, Japan) Director of the Japanese Committee of Honour of the Royal Academy of Arts in London (United Kingdom) Auditor for Daisen-In Temple, Daitokuji (Japan

28 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

PASCALE SOURISSE, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 03/07/1962 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of Listed companies: first appointment: Director of Renault SA (France) Permanent Representative of Thales in its capacity as Director April 2010 Non-listed companies: of SOFRESA (France) 2015 Start date of Director of Renault s.a.s. (France) current term of Director of the Agence Other legal entities: office: Nationale de la Recherche June 2018 None (France) 2016 Current term Offi ces and functions in companies outside of Groupe Président of Conseil d’École de expires: Renault: Télécom Paris Tech (France) 2017 2022 AGM Listed companies: Director of the Agence Number of Director, member of the Appointments and Governance Nationale des Fréquences registered shares Committee and the Compensation Committee of Vinci (France) 2017 held: 1,000 (France) Director, member of the Audit Skills: Non-listed companies: and Ethics Committee of Areva SA (France) 2017 Chairwoman of Thales International SAS (France) Chairwoman of Thales Europe SAS (France) Pascale Sourisse has held numerous offices with Permanent Representative of Thales in its capacity of subsidiaries of Thales and Australian Defence Director of ODAS (France) Industries. For the sake of clarity, not all of these offices are listed here. Member of the ODAS Compensation Commission (France) Other legal entities: Member of the National Academy of Technology (France) Member of the Board of Directors of the École Polytechnique (France)

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 29 III. GOVERNANCE OF RENAULT

PATRICK THOMAS, INDEPENDENT DIRECTOR

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 06/16/1947 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER French HELD Date of first Listed companies: appointment: Director of Renault SA (France) Patrick Thomas has held numerous offices April 2014 Non-listed companies: within the group’s subsidiaries. For Start date of Director of Renault s.a.s. (France) the sake of clarity, not all of these offices are current term of Other legal entities: listed here. office: June 2018 Current term None expires: Offi ces and functions in companies outside of Groupe 2022 AGM Renault: Number of Listed companies: registered shares Lead Independent Director of Teleperformance SE held: 100 (France) Skills: Vice-Chairman of the Supervisory Board and Chairman of the Compensation and Corporate Governance Committee of Laurent Perrier (France) Non-listed companies: Member of the Supervisory Board of Leica Camera AG (Germany) Member of the Supervisory Board of Château Palmer (France) Chairman of the Supervisory Committee, of the Investments Committee and of the Compensation Committee of Ardian Holding (France) Vice-Chairman of the Supervisory Board of Massilly Holding (France) Chairman of the Board and Director of Shang Xia Trading (Shanghai) Chairman and Director of Full More Group (Hong Kong) Other legal entities: None

30 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

MARTIN VIAL, DIRECTOR DESIGNATED BY THE FRENCH STATE

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 08/02/1954 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER french HELD Date of first Listed companies: appointment: Director of Renault SA (France) Director of Homair vacances September 2015 Non-listed companies: (France) 2014 Start date of Director of Renault s.a.s. (France) Director of Business Solutions current term Other legal entities: Capital (France) 2014 of office: Director of Europ Assistance September 2015 None South Africa, Germany, China, Offi ces and functions in companies outside of Groupe Current term Spain, Italy, Portugal 2014 expires: N/A Renault: Chairman of Europ Assistance Listed companies: Number of Brazil, Belgium, France, UK, USA 2014 registered shares Director and member of the Strategy Committee and Director and Chief Executive held: N/A of the Appointments and Compensation Committee of Officer of the Europ Assistance Skills: EDF (France) group 2014 Non-listed companies: Director and member of the Director of Bpifrance SA (France) Strategy Committee and of the Other legal entities: Governance and Appointments None of Thales 2017

YASUHIRO YAMAUCHI, DIRECTOR APPOINTED UPON PROPOSAL OF NISSAN

Birth date: OFFICES AND OTHER FUNCTIONS IN FRENCH AND INTERNATIONAL COMPANIES 02/02/1956 CURRENT OFFICES OFFICES IN OTHER COMPANIES IN Deadline Nationality: Term expired Offi ces and functions in Groupe Renault companies: THE PAST FIVE YEARS NO LONGER Japanese HELD Date of first Listed companies: appointment: Director of Renault SA (France) None February 2017 Non-listed companies: Start date of Director of Renault s.a.s. (France) current term of office: Member of the Management Board of Renault Nissan June 2018 b.v. (Netherlands) Other legal entities: Current term expires: None 2022 AGM Offi ces and functions in companies outside of Groupe Number of Renault: registered shares Listed companies: held: 10,385 Chief Competitive Officer of Nissan Motor Co., Ltd. (Japan) Skills: Non-listed companies: None Other legal entities: None

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 31 IV. COMPENSATION OF CORPORATE OFFICERS

IV. COMPENSATION OF CORPORATE OFFICERS

Compensation of the Chairman and Chief Executive Officer for the 2018 financial year

Pursuant to the provisions of Article L. 225-100 of the French Commercial Code, the following compensation components due or awarded to Mr Carlos Ghosn for the financial year ending December 31, 2017, are submitted to the shareholders’ vote.

The compensation components concerned relate to the following: (i) the fixed portion, (ii) the annual variable portion including the variable portion paid in the form of deferred shares (iii) the performance shares, (iv) the pension scheme, (v) benefits of any kind, and (vi) the non-compete indemnity.

32 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

The compensation components due or awarded to Mr Carlos Ghosn, Chairman and Chief Executive Officer, for the 2018 financial year are as follows:

Amounts or book value Comments put to the vote

Fixed compensation €1,000,000 The amount of the fixed portion was decided by the Board of Directors on February 15, 2018, following the (amount paid) recommendation of the Compensation Committee. Annual variable €224,000 (amount to be During its meeting on February 15, 2018, the Board of Directors, on the recommendation of the Compensation compensation paid in cash) Committee, decided that the variable component for the Chairman and Chief Executive Officer should correspond to a percentage of the fixed component of up to 100% if all the performance targets are achieved. The performance criteria set by the Board of Directors for the 2018 financial year are as follows: P three quantifiable performance criteria relating to financial performance (70% maximum): . rate of return on equity (10% maximum), . Group operating margin (30% maximum), . free cash flow (30% maximum); . four qualitative criteria relating to managerial quality (30% maximum): . monitoring of France multiyear agreement (6% maximum), . quality of CSR and environmental commitments (7% maximum), . development of Alliance synergies and partnerships (8% maximum), . development of a multiyear R&D strategy (9% maximum). The Board of Directors checked that the criteria chosen for the Chief Executive Officer’s variable compensation portion also ensured alignment of his interests with the Company’s corporate interests and shareholders’ interests. The quantified targets for each of the performance criteria are described in chapter 3.4.2 of the 2017 Registration document.

On April 3, 2019, the Board of Directors, on the recommendation of the Compensation Committee, deemed that the rate of achievement of the financial criteria was 65.6% and the degree of achievement of the qualitative criteria was 24%, broken down as follows: P quantifiable criteria: 65.6% out of a maximum of 70%, broken down as follows: . rate of return on equity: 8.6% out of a maximum of 10%. The return on equity was higher than 8% and lower than 10%, . operating margin: 30% out of a maximum of 30%. The operating margin budget was 6.2% and the 2018 Group operating margin amounted to 6.3%, . free cash flow: 27% out of a maximum of 30%. The free cash flow budget was €450 million and the 2018 free cash flow amounted to €607 million; P qualitative criteria: 24% out of a maximum 30%, broken down as follows: . monitoring of the France multiyear agreement: 5% out of a maximum of 6%, . quality of CSR and environmental commitments: 7% out of a maximum of 7%, . development of Alliance synergies and partnerships: 5% out of a maximum of 8%, . development of a multiyear R&D strategy: 7% out of a maximum of 9%. Consequently, the variable compensation for the 2018 financial year amounts to 89.6% of the fixed portion, i.e. €896,000 (compared to €1,451,400 for 2017, i.e. 118% of the fixed portion). On the recommendation of the Compensation Committee, the Board of Directors of April 3, 2019 also validated the means for payment of this variable portion pursuant to the following terms, as follows: P 25% payable in cash in 2019, i.e. €224,000; P the balance, i.e. €672,000, payable in shares on a deferred basis, pursuant to the terms set out below (the “Variable compensation paid in shares on a deferred basis”). With regard to Mr Ghosn’s variable compensation for the 2018 financial year, the Board of Directors, upon recommendation of the Compensation Committee, noted that the portion of the variable compensation payable by deferred delivery of shares cannot be paid to Mr Carlos Ghosn, due to the end of his duties on January 23, 2019 which makes the attendance condition attached to this delivery of shares impossible to satisfy. Consequently, the Board of Directors noted that Mr Carlos Ghosn’s variable compensation for the 2018 financial year would be equal to the sole portion payable in cash, which amounts to a gross amount of €224,000 in accordance with the performance objectives that were set by the Board of Directors in 2018 and approved by the General Meeting on June 15, 2018. The Board of Directors also considered that, in assessing Mr Carlos Ghosn’s performance, it was appropriate to take into account the questions that emerged, as at the date hereof, in the context of the audit assignment conducted by the Company’s Ethics and Compliance department, about transactions undertaken by the latter in his capacity as Chairman and Chief Executive Officer of the Company, due to questionable and concealed practices. In this context, the Board of Directors has decided to recommend to the General Meeting that the meeting does not approve the resolution to be submitted to it pursuant to Article L. 225-100 of the French Commercial Code, relating to the fixed, variable and exceptional compensation items due or allocated to Mr Carlos Ghosn for the 2018 financial year. If the General Meeting does not approve this resolution, Mr Carlos Ghosn will not receive the portion payable in cash of his variable compensation for 2018. Variable €0 Vesting of shares received as part of the variable compensation paid in shares on a deferred basis for the 2018 compensation financial year is subject to a three-year presence condition. Mr Carlos Ghosn’s resignation from his offices as paid in shares on a Chairman of the Board of Directors and Chief Executive Officer effective January 23, 2019 renders him unable to deferred basis meet the three-year presence condition attached to the shares, so that the variable compensation can not be paid to Mr Carlos Ghosn. Multiyear variable N/A No multiyear variable compensation. compensation Exceptional N/A No exceptional compensation. compensation Long-term N/A No allocation. compensation components: stock options

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 33 IV. COMPENSATION OF CORPORATE OFFICERS

Amounts or book value Comments put to the vote

Long-term compen- €0 Pursuant to the authorization granted by the Annual General Meeting on April 29, 2016 (Resolution 13), following sation components: the recommendation of the Compensation Committee, on February 15, 2018 the Board of Directors decided to performance shares award 80,000 performance shares to the Chairman and Chief Executive Officer for the 2018 financial year. This allocation represents 1.80% of the overall budget approved by the Annual General Meeting of April 29, 2016, 5.42% of the overall budget allocated to all the beneficiaries on June 15, 2018 and 0.03% of the share capital as at December 31, 2018. Vesting by the Chairman and Chief Executive Officer of the 80,000 shares is subject to the following: P a four (4) year presence condition, starting on the date of allocation, i.e. until February 9, 2022; and P performance criteria, assessed over a cumulative period of three years (2018, 2019 and 2020 financial years). Following the recommendation of the Compensation Committee, the Board of Directors of February 15, 2018 decided on the following performance criteria: P total shareholder return (TSR), compared to the average TSRs of the Euro Stoxx ex Financials index and the Euro Stoxx Automobile & Parts index, for 10% of the shares; P free cash flow (FCF), for 30% of the shares; P manufacturing on the Alliance platforms, for 30% of the shares; and P electric vehicles sales volume, for 30% of the shares. The quantified targets corresponding to these criteria are described in chapter 3.4.2 of the 2017 Registration document. The authorization granted by the Annual General Meeting on April 29, 2016 covers all performance share allocations as follows: P the total number of performance shares awarded may not exceed 1.5% of the share capital over three years, i.e. an average of 0.5% of the share capital each year; P the number of performance shares allocated to the Chairman and Chief Executive Officer may not exceed 15% of the total number of shares awarded. The Chairman and Chief Executive Officer is not subject to a lock-up period beyond the vesting period with respect to the plan. He is however subject to an obligation to retain 25% of the vested performance shares in his capacity as Chief Executive Officer, until the end of his term of office. During its meeting of February 13, 2019, the Board of Directors, on the recommendation of the Compensation Committee, recorded the loss of Mr Carlos Ghosn’s rights to the vesting of the performance shares allocated in respect of the 2018 financial year due to his resignation from his offices as Chairman of the Board of Directors and Chief Executive Officer of Renault effective January 23, 2019. Long-term N/A No allocation. compensation components: other components Attendance fees €48,000 (amount to be This gross amount is paid in respect of his directorship within Renault. paid) The calculation methods applicable to the fees paid to members of the Board of Directors are as follows: P a fixed portion of €18,000 per year, in respect of membership of the Board; and P a variable portion of €6,000 per meeting, in respect of the effective presence of members at Board meetings. The fixed and variable portions are capped at an overall amount of €48,000 per year. Mr Carlos Ghosn does not receive attendance fees in respect of his participation at any Board Committee meetings. Valuation of benefits €5,610 (book value) This amount of benefits in kind corresponds to the healthcare insurance contribution payments. of any kind Termination benefit N/A There is no severance pay clause to the benefit of the Chairman and Chief Executive Officer. Non-compete N/A During the meeting on February 11, 2015, the Board of Directors authorized the signature of a non-compete indemnity agreement between the Company and Mr Carlos Ghosn, whereby the latter undertakes, as of the end of his term of office as Chief Executive Officer, not to conduct business in competition with that of Groupe Renault, whether directly or indirectly, either for his own account, or for another company. “Business in competition with that of Groupe Renault” means any activity relating to the design, manufacturing, or marketing of vehicles (particularly private vehicles and commercial vehicles) conducted in the same geographic and sector-based areas as that of Groupe Renault at the time when his term of office expires. In particular, the Board of Directors took into consideration: P the particularly competitive nature of the market in which the Group operates; P the importance of the functions and recognised skills of Mr Carlos Ghosn in this market; P the resources placed at his disposal; P the sensitive information which Mr Carlos Ghosn is aware of or may have access to; and P the relationships which he has developed during his office, and concluded that it is necessary to protect the legitimate interests of Groupe Renault by introducing this non-compete agreement. In consideration of his non-compete obligation, Mr Carlos Ghosn would receive gross financial compensation from the Company, throughout the period of application of the agreement (2 years), subject to this agreement not being breached, corresponding to 2 years’ total gross compensation (fixed and variable components), paid in 24 monthly installments. The Annual General Meeting on April 30, 2015 approved the implementation of this non-compete agreement. During its meeting of February 13, 2019, the Board of Directors, on the recommendation of the Compensation Committee, decided to unilaterally waive the benefit of the non-compete agreement and, consequently, not to pay the corresponding compensation equal to two years fixed and variable compensation.

34 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Amounts or book value Comments put to the vote

Top-up Pension No amount due for the Mr Carlos Ghosn benefits from the collective pension scheme arranged for the members of Groupe Renault’s scheme past financial year Executive Committee. This scheme is open to new beneficiaries. The scheme was approved by the Board of Directors in its meetings on October 28, 2004 and October 31, 2006, and by the Annual General Meeting on April 30, 2010 (Resolution 10). It was further confirmed by the Board of Directors on February 12, 2014, and approved by the Annual General Meeting on April 30, 2014 (Resolution 7). The pension scheme includes (a) a defined-contribution scheme and (b) a top-up defined-benefit pension scheme. (a) Defined-contribution scheme (Article L. 242-1 of the French Social Security Code) Mr Carlos Ghosn benefits from a defined-contribution scheme; these contributions correspond to 8% of that part of his annual compensation (fixed and variable components) between eight and sixteen times the annual French Social Security cap (Band D); of this 8% total, 5% is paid by the Company and 3% by Mr Carlos Ghosn. The Company’s commitment is limited to the payment of his share of the contributions to the insurance firm managing the scheme. (b) Top-up defined-benefit pension scheme (Article L. 137-11 of the French Social Security Code) Mr Carlos Ghosn also benefits from a top-up defined-benefit pension scheme, arranged and financed by the Company, the management of which is outsourced to an insurance firm. Benefiting from this scheme is subject to a seniority condition (five years minimum with the Company and at least two years on the Group Executive Committee) and a presence condition as Chief Executive Officer, applied as of retirement. The reference compensation used to calculate the top-up defined-benefit pension scheme is equal to the average of the three highest gross annual compensations (fixed and variable components) over the last ten years of activity prior to retirement. The annual amount paid into this pension scheme is equal to 10% of the reference compensation, this percentage rising by 1.4 percentage points per year of seniority in excess of five years on the Group Executive Committee, and by 0.4 percentage points per year of seniority other than on the Group Executive Committee, in the case of more than five years’ seniority with the Company. The amount is capped at 30% of the reference compensation. The reference compensation in question is capped at 65 times the annual French Social Security cap. In any event, the total of these annual pension amounts for the Chairman and Chief Executive Officer may not exceed 45% of his reference compensation. If this cap is exceeded, the amount of the top-up defined-benefit pension will be reduced accordingly. The Company’s commitments with respect to its Chairman and Chief Executive Officer as of December 31, 2017, based on his seniority as of December 31, 2017, correspond to the following: P €15,861 per year for the defined-contribution pension scheme; P €774,774 gross annual retirement pension for the top-up defined-benefit pension scheme. Upon the recommendation of the Compensation Committee, the Board of Directors held on April 3, 2019 noted, with regard to the defined contribution pension scheme, that Mr Carlos Ghosn’s eligibility conditions for the annual pension can only be assessed on the day on which he would exercise his pension rights. The Board of Directors also noted, with respect to the top-up defined-benefit pension scheme, that the circumstances of Mr Carlos Ghosn’s resignation do not fall within either of the two cases in which the plan may be open and that he is not entitled to any pension in this respect.

Compensation policy for the Chairman and Chief Executive Officer for the 2019 financial year

During its meeting held on April 3, 2019, the Board of Directors, upon 2019 financial year, given his impediment until his resignation from his recommendation of the Compensation Committee, decided that no offices as Chairman and Chief Executive Officer on January 23, 2019. compensation shall be paid or awarded for the 2019 financial year This policy is submitted to the Annual General Meeting for approval. to Mr Carlos Ghosn as Chairman and Chief Executive Officer for the

Compensation policy for the Chairman of the Board of Directors for the 2019 financial year

During its meeting held on April 3, 2019, the Board of Directors, to an annual adjustment, unless a justified decision is taken by the upon recommendation of the Compensation Committee, set the Board of Directors to the contrary. compensation policy for the Chairman of the Board of Directors for the 2019 financial year. This policy is submitted to the Annual General Annual variable compensation Meeting for approval. The Chairman of the Board of Directors will not receive annual variable compensation. Annual fixed compensation The annual fixed compensation for 2019 has been set to €450,000 Multiyear variable compensation payable in twelve monthly installments (prorated as of January 24, The Chairman of the Board of Directors will not receive multiyear 2019). The fixed portion of the compensation is generally not subject variable compensation.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 35 IV. COMPENSATION OF CORPORATE OFFICERS

Exceptional compensation Service provision agreements The Chairman of the Board of Directors will not receive any exceptional No service provision agreement has been entered into between the compensation in 2019. Company and the Chairman of the Board of Directors.

Long-term compensation Sign-on bonus The Chairman of the Board of Directors will not receive long-term The Chairman of the Board of Directors does not receive any sign-on compensation. bonus.

Attendance fees Termination benefits The Chairman of the Board of Directors will not receive attendance The Chairman of the Board of Directors does not benefit from any fees for his term as director. termination benefit, non-compete clause or top-up pension scheme.

Benefits in kind The Chairman of the Board of Directors benefits from the same healthcare insurance as Groupe Renault employees in France, as well as from two company cars, including one with driver.

Compensation policy for the Chief Executive Officer for the 2019 financial year

During its meeting held on April 3, 2019, the Board of Directors, compensation of the Company’s corporate officers (see Chapter 3.2.1 upon recommendation of the Compensation Committee, set the of the Registration document). This policy is submitted to the Annual compensation policy for the Chief Executive Officer for the 2019 General Meeting for approval. financial year, pursuant to the general principles relating to the

Component Payment method Amounts Performance and weighting criteria

P Fixed compensation P 100% in cash. P €900,000. P Not applicable. P Annual variable compensation P 100% paid in cash. P Target variable portion of 100% P Quantifiable (financial) criteria: of the fixed compensation upon 100% upon achievement of the achievement of the quantifiable budget and maximum of the fixed (financial) criteria budget and compensation: 125% maximum upon achievement . Group operating margin (Group of the quantifiable (financial) OM), 40% if on budget and and qualitative (managerial) criteria. maximum, . Group revenues: 30% if on budget and maximum, . Free cash flow (FCF): 30% if on budget and maximum. P Qualitative (managerial) criteria: 25% maximum of the fixed compensation: . Renault’s contribution to the Alliance Mid-Term Plan: 8.33% maximum, . quality of CSR and environmental, commitments: 8.33% maximum, . monitoring of the multiyear competitive agreement in France: 8.33% maximum. P Long-term compensation P Vesting of performance shares P Allocation of 50,000 performance P Performance criteria: vesting subject to a 3-year presence shares, subject to performance of 50,000 shares maximum (100%): condition and performance criteria criteria being achieved. . TSR (total shareholder return) being achieved. P Assessment of the level of compared to the average TSRs of P 25% of the vested shares must be achievement of performance criteria the Euro Stoxx ex Financials index retained until the end of his term over a cumulative 3-year period and the Euro Stoxx Automobile & of office. (2019, 2020 and 2021). Parts index: 10%, . Free cash flow (FCF): 30%, . Percentage of models manufactured on the Alliance platforms: 30%, . Electric vehicle sales volume: 30%.

36 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Pursuant to the compensation principles set by the Board of January 24, 2019). The fixed portion of the compensation is generally Directors on the recommendation of the Compensation Committee, not subject to an annual adjustment, unless a justified decision is the compensation policy for the Chief Executive Officer focuses on taken by the Board of Directors to the contrary. performance and includes long-and short-term performance criteria that are demanding, stable, verifiable, and quantifiable. Annual variable compensation The risk component of the compensation, mainly in the form of shares The variable portion of the Chief Executive Officer’s compensation and, particularly, performance shares, corresponds to a dominant part corresponds to a percentage of the fixed portion, its amount of the Chief Executive Officer’s potential compensation in the event being determined on the basis of performance criteria. On the the performance criteria are met. recommendation of the Compensation Committee, these performance criteria are set by the Board of Directors, which assesses their In addition to these components, the Chief Executive Officer benefits achievement each year. from a top-up pension scheme and entered into a non-compete agreement with the Company. The amount of the variable portion may reach 125% of the fixed portion if all performance objectives are achieved to the maximum The compensation policy for Chief Executive Officer for the 2019 extent possible. financial year is set out below. For the 2019 financial year, the performance criteria set by the Board Annual fixed compensation of Directors, on the recommendation of the Compensation Committee, include three quantifiable criteria and three qualitative criteria. The The annual fixed portion of the compensation for 2019 has been Board has deemed these to be key indicators of Groupe Renault’s set to €900,000 paid in twelve monthly installments (pro rated as of performance.

The criteria and their weighting are shown in the tables below.

QUANTIFIABLE CRITERIA FOR THE 2019 FINANCIAL YEAR (0% TO 100% OF FIXED COMPENSATION)

Group operating margin (Group OM) Group revenues Free cash flow (FCF)

Target P The operating margin reflects the P Revenue is the indicator that P A high level of free cash flow Company’s profitability. reflects the Company’s level of demonstrates that strict financial P Achieving this target is a key activity. discipline within the Company. indicator of the success of the P It shows the Company’s ability to P Positive Automotive operating Company’s Mid-Term Plan. “monetize” its activity. free cash flow is imposed each P It is one of the objectives of the year and is a key driver of long- Drive The Future strategic plan. term growth and allows for dividend payments.

Weighting (as a percentage of fixed compensation) P 40% if on budget and maximum. P 30% if on budget and maximum. P 30% if on budget and maximum. Payout rate P 0% if the operating margin is P 0% if the revenues are strictly P 0% if free cash flow is strictly strictly lower than the budget; no lower than the budget; no lower than the budget; no payment is made. payment is made. payment is made. P 40% if the operating margin is P 30% if the revenues are equal to P 30% if free cash flow is equal to equal to the budget. the budget. the budget. For reasons of commercial confidentiality, the Company does not disclose the target figures for this criterion ex-ante. However, the Company will publish the degree of achievement for this criterion at the end of the performance cycle.

QUALITATIVE CRITERIA FOR THE 2019 FINANCIAL YEAR (0% TO 25% OF FIXED COMPENSATION)

Renault’s contribution to the Alliance Quality of CSR and environmental Monitoring of the multiyear Mid-Term Plan (MTP) commitments agreement in France*

Target P These criteria measure the Company’s strategic progress from a qualitative point of view, using targets that can be evaluated and measured by the Compensation Committee and the Board of Directors. These targets are designed to reflect the management’s progress in the development of robust and effective synergies. P The Company aims to offer innovative products and robust returns for its shareholders, in line with the interests of stakeholders (employees, clients, shareholders, purchasers, and suppliers), and generate sustainable growth and profitability. Examples of indicators P Pursuing the standardization P Health and safety P Manufacturing volume policy (CMF – Common Module P Extension of the Mobiliz program P France Capex Family approach) P Compliance P Recruitment volume P Communalization of parts

Weighting (as a percentage of fixed compensation) P 8.33% if on target and maximum P 8.33% if on target and maximum P 8.33% if on target and maximum * For further details regarding this agreement, see chapter 2.3.1.4 of the Registration document.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 37 IV. COMPENSATION OF CORPORATE OFFICERS

Annual variable compensation payment Long-term compensation is allocated annually. The use of this type of conditions long-term compensation is aligned with market practice in France and the worldwide market. The number of performance shares allocated The annual variable compensation will be fully paid in cash. to the Chief Executive Officer is expressed as an absolute number, It should be noted that pursuant to Article L. 225-37-2 of the French rather than as a percentage of the salary, with the result that upward Commercial Code, payment of the annual variable compensation to and downward fluctuations in the share price affect the corresponding the Chief Executive Officer for the 2019 financial year is subject to its total value. approval by the Annual General Meetingto be held in 2020 to approve The Chief Executive Officer is allocated performance shares, with the financial statements for the financial year ending December 31, the same vesting conditions as the other executives in the Group 2019. (see chapter 3.4.5 of the Registration document) plus one additional performance criterion applied to him in his capacity as Chief Executive Multiyear variable compensation Officer. The Chief Executive Officer will not receive multiyear variable compensation. Allocation for the 2019 financial year On the recommendation of the Compensation Committee, the Exceptional compensation Board of Directors of April 3, 2019 decided that 50,000 performance The Chief Executive Officer will not receive any exceptional shares would be allocated to the Chief Executive Officer for the 2019 compensation in 2019. financial year. This number, decided on the basis of the Company’s compensation policy (which dictates that compensation must Long-term compensation mainly comprise shares), also constitutes the maximum number of performance shares (except in the case of a change in the par value Pursuant to the Company’s compensation principles, the Chief of Renault shares). Executive Officer’s compensation mainly takes the form of long-term compensation (the vesting of which is subject to performance criteria), This allocation is conditional on the renewal, at the Annual General to ensure alignment of the Chief Executive Officer’s compensation Meeting of June 12, 2019, of the authorization granted by the Annual with shareholder interests. General Meeting of April 29, 2016 which expires in 2019.

Since 2013, Groupe Renault has decided to cease using stock options and implement only performance share plans as part of its long-term compensation policy.

38 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Of the 50,000 performance shares to be awarded, the number of shares vested by the Chief Executive Officer will depend on the achievement of the following performance criteria:

LONG-TERM PERFORMANCE CRITERIA(1)

Percentage of models manufactured on the Alliance Total shareholder return (TSR) Free cash flow (FCF) platforms Electric vehicles sales volume

Targets and means P TSR is the market criterion P Free cash flow (FCF) is P This criteria is a strategic P This criteria is a strategic of application which reflects variations in a key component of the pillar for the achievement pillar for the achievement share prices, and dividends Company’s growth capacity, of the objectives of the of the objectives of the paid. Relative TSR reflects as it underlies its capacity for “Drive the Future” plan “Drive the Future” plan and the value delivered to financing the investments and corresponds to the corresponds to the electric shareholders, compared necessary for long-term percentage of models vehicles sales volume. to the value created by growth and allows dividend manufactured on the Alliance P The success of the electric alternative investments to payments. platforms Common Module strategy is crucial in order to which they have access. Family (CMF) compared to face the ongoing energetic P TSR is calculated by reference the “Drive the Future” Mid- revolution and to maintain to a benchmark, which Term Plan (MTP) indicator. the Company’s lead in this corresponds to the sum of P The capacity to share costs technology. the average TSR Euro Stoxx and obtain profits from the Auto & Parts index results Alliance scale effects is key and the average Euro Stoxx for the sustainability of the ex Financials index results Company’s profitability. (both weighted equally). Weighting P 10% P 30% P 30% P 30% (as a percentage of allocation) Payment rate P 0% if the TSR is strictly lower P 0% if FCF is strictly lower P 0% if the percentage of CMF P 0% if the electric vehicles than the benchmark. than the budget. models is strictly lower than sales are strictly lower than P 4.5% if the TSR is equal to P 21% if FCF is equal to the the MTP indicator. the budget the benchmark. budget. P 21% if the percentage of CMF P 21% if the electric vehicles P 10% if the TSR is equal to or P 30% if FCF is higher than or models is equal to the MTP sales are equal to the budget. higher than the benchmark equal to the budget +20%. indicator. P 30% if the electric vehicles +10%. P Linear interpolation if FCF is P 30% if the percentage of the sales are higher than or equal P Linear interpolation if TSR is between the budget and the CMF manufacturing is higher to the budget +5%. between the benchmark and budget +20%. than or equal to the MTP P Linear interpolation if the the benchmark +10%. indicator +5%. electric vehicles sales are P Linear interpolation if the between the budget and the percentage of CMF models is budget +5%. between the MTP indicator and the MTP indicator +5%. P As this is a relative criterion, P For reasons of commercial confidentiality, the Company does not disclose the target figures for the amount of the target is this criterion ex-ante. However, the Company will publish the degree of achievement for this not yet known. The Company criterion at the end of the performance cycle. will disclose the average figure and the relevant degree of achievement at the end of the performance period. * Except for the TSR criterion, which is only applicable to the Chief Executive Officer, these criteria are the same for all beneficiaries of performance shares.

These performance criteria are measured over a cumulative three-year Commitment by the Chief Executive Officer not to period (2019, 2020 and 2021). If no criterion is achieved, no shares are engage in risk hedging allocated at the end of the vesting period. Pursuant to the AFEP-MEDEF Code recommendations, Chief Executive Vesting of performance shares is subject to a three-year presence Officer will commit, for each performance shares allocation, not to condition starting from the allocation by the Board of Directors. engage in performance share risk hedging.

Obligation of the Chief Executive Officer to hold and Consequences of the departure of the Chief retain shares vested as a result of performance Executive Officer on the vesting of performance share plans shares

The Chief Executive Officer is subject to an obligation to retain 25% In the event of departure from Groupe Renault before the end of of the vested performance shares in his capacity as Chief Executive the vesting period, the loss or retention of the performance shares Officer, until the end of his term of office. The aim of this requirement allocated to the Chief Executive Officer will depend on the reason is to ensure the interests of the Chief Executive Officer are sufficiently for the departure. aligned with those of shareholders.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 39 IV. COMPENSATION OF CORPORATE OFFICERS

Departure reason Status of the performance shares not yet vested

Dismissal (occurring prior to the last day of the Total loss, in case of a dismissal for serious or gross misconduct. vesting period) Retention, in all other cases of dismissal, prorated to the vesting period. Resignation (occurring prior to the last day of Total loss. the vesting period) Compulsory or voluntary retirement Retention, without acceleration of the vesting period. The conditions of the plans, including the performance conditions, will continue to apply. Disability/Long-term illness Retention of the rights. The performance criteria are deemed to be fully met. Death Retention for the benefit of heirs or beneficiaries. The performance criteria are deemed to be fully met. Exceptional circumstances The Board of Directors, on the recommendation of the Compensation Committee, could decide to exceptionally maintain the rights. The allocation rate would be prorated in order to take into account the actual presence of the Chief Executive Officer within the Group during the vesting period. There will be no acceleration of the vesting period and the conditions of the plans, including the performance criteria, will continue to apply.

Furthermore, there is no acceleration clause in the case of change The Board of Directors considered that it was in Renault’s interest of control. to enter into this non-compete agreement which will allow to protect Groupe Renault’s legitimate interests, given the particularly Attendance fees competitive nature of the automotive market, the importance of the functions and to the recognized skills of Mr Thierry Bolloré in this The Chief Executive Officer is not a director. Therefore, he does not market, the means available to him, and the sensitive information he receive attendance fees. holds and to which he can have access. Benefits in kind Under this agreement, Mr Thierry Bolloré commits, as of the end of his term of office as Chief Executive Officer, not to engage, directly The Chief Executive Officer benefits from the same healthcare or indirectly, in an activity that competes with those of the Group, insurance as Groupe Renault employees in France as well as two on his own behalf, on behalf of companies in the automotive design, company cars and one company car with driver. construction and marketing sectors (mainly passenger cars and commercial vehicles), or on behalf of automotive suppliers. Service provision agreements The application of this clause is limited to: No service provision agreement has been entered into between the P Company and the Chief Executive Officer. a period of twenty-four (24) months following the date on which Mr Thierry Bolloré effectively ceased to exercise his term of office Sign-on bonus (mandate social); P the territories in which the Group operates at the time of the The Chief Executive Officer does not benefit from any sign-on bonus, termination of the term of office, excluding countries located in as his recruitment was carried out internally. Africa and Oceania, and, in the case of equipment manufacturers, North America (United States, Canada). Termination benefit In consideration for his non-compete obligation, Mr Thierry Bolloré The Chief Executive Officer does not benefit from any severance will receive from the Company, during the period of application of the pay clause. agreement (twenty-four months) and subject to there being no breach of this agreement, a gross financial compensation corresponding to Non-compete indemnity two years of gross annual compensation (fixed compensation and annual variable compensation paid in cash), payable in twenty-four During its meeting of April 3, 2019, on the recommendation of the monthly installments. The gross annual compensation retained Compensation Committee, the Board of Directors authorized the for this calculation will be the one paid during the twelve months conclusion of a non-compete agreement with Mr Thierry Bolloré, preceding the date of termination of the corporate office. pursuant to the provisions of Article L. 225-42-1 of the French Commercial Code. In accordance with the recommendation of the AFEP-MEDEF Code, on Mr Thierry Bolloré’s departure, the Board of Directors of the Company Pursuant to this authorization, the agreement was entered into will decide whether to apply this non-compete agreement, and may between the Company and Mr Thierry Bolloré on April 3, 2019. unilaterally waive it. The conclusion of this agreement will be subject to the approval of the Annual General Meeting to be held on June 12, 2019 for approval.

40 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com V. DRAFT RESOLUTIONS

Ladies and gentlemen,

We have convened this Annual General Meeting in order to submit to your vote nineteen resolutions to you:

P 16 of them are submitted to the Ordinary General Meeting; P 2 of them, which lead to or are likely to lead to a change in share capital and therefore a change in the Company’s articles of association, are submitted to the Extraordinary General Meeting; and P the last one relates to powers for the completion of formalities. In this report, we present the reasons for each of the resolutions submitted to your vote at the Annual General Meeting.

The Company’s course of business and financial situation during the financial year ended December 31, 2018 are described in the Company’s Registration document.

A table summarising the current delegations in terms of share capital increase is also included at the end on this section.

The Board of Directors

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 41 V. DRAFT RESOLUTIONS

ORDINARY GENERAL MEETING

FIRST, SECOND AND THIRD RESOLUTIONS

APPROVAL OF THE ANNUAL AND CONSOLIDATED FINANCIAL STATEMENTS AND APPROPRIATION OF PROFITS

The first two resolutions deal with the approval of the Company’s annual and consolidated financial statements for the financial year ended December 31, 2018. The financial statements have been prepared in accordance with French legal and regulatory provisions for annual financial statements and in compliance with applicable regulations, i.e. with IFRS (International Financial Reporting Standards)) for the consolidated financial statements. The corporate financial statements show a profit of €1,726,111,191.03. Presentation The consolidated financial statements show a profit of €3,450,820,372.14. Pursuant to Article 223 quaterr of the French General Tax Code (Code général des impôts), it is specified that no expenses and charges referred to in Article 39, paragraph 4 of the French General Tax Code were incurred for the financial year ended December 31, 2018. The third resolution deals with the allocation of profits for the financial year ended December 31, 2018 and the payment of dividends. The Board of Directors proposes to set the amount of dividend that would be distributed to each of the Company’s shares carrying dividend rights for the financial year ended December 31, 2018 at €3.55, i.e. a total amount of €1,049,814,108.2 based on a number of 295,722,284 shares comprising the share capital as at December 31, 2018. The shares would be traded ex-dividend on Tuesday June 18, 2019 and dividends paid out from Thursday June 20, 2019. As a consequence of this distribution, the retained earnings account would be increased from €8,173,494,020.58 to €8,849,791,103.41. If, at the time of payment of the dividend, the number of shares carrying dividend rights for the financial year ended December 31, 2018 was less than the maximum number of shares eligible for dividends, in particular as a result of the Company holding its own shares, the distributable profit corresponding to the dividend balance that would not have been paid in respect of these shares would be allocated to the “retained earnings” item. In addition, the total amount of the dividend and, consequently, the amount of retained earnings, will be adjusted to take into account the issue of shares upon the exercise of stock options or the vesting of restricted shares carrying dividend rights for the financial year ended December 31, 2018. It is reminded that, pursuant to current legal provisions, the dividend, when paid to individuals who are tax residents of France, is subject to the single flat-rate levy (“PFU”) at a 12.8% rate or, subject to express and irrevocable option applicable to all the revenues, net gains, profits and receivables within the scope of the PFU, to the income tax at progressive scale. The dividend is eligible for the tax deduction provided by Article 158 3.2° of the French General Tax Code. Nevertheless, this deduction is only available if the tax payer opts for taxation at progressive scale. In accordance with the provisions of Article 243 biss of the French General Tax Code, the table below sets out the amount of dividends, distributed income eligible for the 40% tax deduction provided for in the second paragraph of Article 158(3) of the French General Tax Code for individuals who are tax residents of France and income not eligible for the tax deduction in respect of the previous three financial years.

Financial year Financial year Financial year 2015 2016 2017

Dividend per share €2.40 €3.15 €3.55 Amount of income distributed that is eligible for the 40% tax deduction €2.40 €3.15 €3.55 Amount of income distributed that is not eligible for the 40% tax deduction - - -

The Statutory Auditors’ reports on the annual financial statements and on the consolidated financial statements are set out in Chapters 4.3 and 4.1, respectively, of the Company’s 2018 Registration document and in section VI. “Statutory Auditors’ reports” of this notice of meeting.

The Company’s business situation and financial state for the year ended December 31, 2018 are described in the Company’s 2018 Registration document.

42 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

First resolution: A dividend of €3.55 per share will be paid to each of the Company’s shares carrying dividend rights. The total amount of the dividend, the financial year ended December 31, 2018 €1,049,814,108.2, was determined based on a number of 295,722,284 shares comprising the share capital as at December 31, 2018. The The Annual General Meeting, voting under the conditions of quorum shares will be traded ex-dividend on Thursday, June 18, 2019 and and majority required for Ordinary General Meetings, and having dividends paid out from Monday June 20, 2019. reviewed the Board of Directors’ report and the Statutory Auditors’ report on the annual financial statements, approves, as presented, the If, at the time of payment of the dividend, the number of shares annual financial statements for the financial year ended December 31, carrying dividend rights for the financial year ended December 31, 2018, comprising the balance sheet, income statement and notes, 2018 was less than the maximum number of shares eligible for the showing a net profit of €1,726,111,191.03. It also approves the dividend indicated above, in particular as a result of the Company transactions reflected in these financial statements or summarised holding its own shares, the distributable profit corresponding to the in these reports. dividend balance that would not have been paid in respect of these shares would be allocated to the “retained earnings” item. In application of Article 223 quaterr of the French General Tax Code, the General Meeting notes that no expenses and charges referred to In addition, the total amount of the dividend and, consequently, the in Article 39, paragraph 4 of the French General Tax Code have been amount of retained earnings, will be adjusted to take into account the incurred for the financial year ended December 31, 2018. issue of shares upon the exercise of stock options or the vesting of Second resolution: restricted shares carrying dividend rights for the financial year ended December 31, 2018. Approval of the consolidated financial statements for the financial year ended It is reminded that, pursuant to current legal provisions, the dividend, December 31, 2018 when paid to individuals who are tax residents of France, is subject The Annual General Meeting, voting under the conditions of quorum to the single flat-rate levy (“PFU”) at a 12.8% rate or, subject to and majority required for Ordinary General Meetings, and having express and irrevocable option applicable to all the revenues, net reviewed the Board of Directors’ reports and the Statutory Auditors’ gains, profits and receivables within the scope of the PFU, to the report on the consolidated financial statements, approves, as income tax at progressive scale. The dividend is eligible for the tax presented, the consolidated financial statements for the financial year deduction provided by Article 158 3.2° of the French General Tax Code. ended December 31, 2018, comprising the balance sheet, consolidated Nevertheless, this deduction is only available if the tax payer opts for income statement and notes, and drawn up in accordance with the taxation at progressive scale. provisions of Articles L. 233-16 et seq. of the French Commercial Code In accordance with the provisions of Article 243 biss of the General (Code de commerce)) and showing a net profit of €3,450,820,372.14. It Tax Code, the amount of dividends distributed in respect of the also approves the transactions reflected in these financial statements previous three financial years, the amount of income distributed in or summarised in these reports. respect of these same financial years and that is eligible for the 40% Third resolution: tax deduction, and the amount of income not eligible for this tax Allocation of net profits for the financial deduction are set out below: year ended December 31, 2018, setting of the dividend and the dividend payment date Financial Financial Financial year 2015 year 2016 year 2017 The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and on the Dividend per share €2.40 €3.15 €3.55 proposal of the Board of Directors, decides to allocate the net profits Amount of income distributed that is for the financial year in the following manner: eligible for the 40% tax deduction €2.40 €3.15 €3.55 Amount of income distributed that is not eligible for the 40% tax deduction - - - Profit for the financial year €1,726,111,191.03

Allocation to the statutory reserve - Balance €1,726,111,191.03 Retained earnings carried forward €8,173,494,020.58 Distributable profit for the financial year €9,899,605,211.61 Dividends €1,049,814,108.20 Retained earnings €8,849,791,103.41

Find the latest Renault shareholder news at www.groupe.renault.com/finance/actionnaire

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 43 V. DRAFT RESOLUTIONS

FOURTH RESOLUTION

Statutory Auditors’ report on the information used to determine the compensation for participating shares

The fourth resolution proposes that the Annual General Meeting take note of the information in the Statutory Auditors’ report on the information used to determine the compensation for participating shares, and in particular its variable portion, related to changes in the Company’s consolidated sales with identical structure and methods during the financial year ended December 31, 2018. This report is set out in section VI. “Statutory Auditors’ reports” of this notice of meeting. Presentation

Resolution 4: Statutory Auditors’ report on the information used to determine the compensation for participating shares The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Statutory Auditors’ report on the information used to determine the compensation for participating shares, deliberating on this report, takes note of the information used to determine the compensation for participating shares.

FIFTH RESOLUTION

Related-party agreements and commitments entered into and approved during the previous financial years

The fifth resolution relates to the related-party agreements and commitments entered into and approved during the previous financial years and the execution of which has continued throughout the last financial year. These agreements and commitments have been re-examined by the Board of Directors during its meeting held on February 13, 2019 in accordance with the provisions of Article L. 225-40-1 of the French Commercial Code and are mentioned in the Statutory Auditor’s special report. This special report is set out in Chapter 4.3 of the Company’s 2018 Registration document and in section VI. “Statutory Auditors’ Presentation reports” of this notice of meeting. It is noted that, in accordance with applicable laws, the related-party agreements and commitments and commitments already approved by the General Meeting during the preceding financial years and which remain in effect are not resubmitted again to the vote of the Annual General Meeting. Deliberating on the Statutory Auditors’ report, the Annual General Meeting is asked to approve this report and to take note of information relating to the related-party agreements and commitments entered into and authorized during preceding financial years, and which remained effective during the 2018 financial year.

Resolution 5: Approval of the Statutory Auditors’ special report on related-party agreements and commitments governed by Articles L. 225-38 et seq. of the French Commercial Code The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, having reviewed the special report of the Statutory Auditors with respect to related-party agreements and commitments governed by Articles L. 225-38 et seq. of the French Commercial Code, deliberating on the basis of this report, approves this report and acknowledges the information relating to the related- party agreements and commitments entered into and authorized during preceding financial years, and which remained effective during the last financial year as mentioned therein, and which have been resubmitted to the Board of Directors during its meeting held on February 13, 2019 pursuant to Article L. 225-40-1 of the French Commercial Code.

44 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

SIXTH RESOLUTION

Approval of a related-party agreement governed by Article L. 225-38 of the French Commercial Code

The sixth resolution proposes to the Annual General Meeting, having reviewed of the Statutory Auditors’ special report on the agreements and commitments referred to in Articles L. 225-38 et seq. of the French Commercial Code, to approve the second amendment to the “Master Cooperation Agreement” (the “Second Amendment”), which constitutes a related-party agreement. On April 6, 2010, the Company, Nissan Motor Co. Ltd. (“Nissan”), Daimler AG and Renault-Nissan b.v. entered into the “Master Cooperation Agreement” which specifies the terms and conditions of the cooperation between these companies. On December 13, 2013, the Board of Directors of Renault authorized the conclusion of a first amendment to this agreement, in order Presentation to extend the scope of this cooperation. The conclusion of this amendment on December 19, 2013 was approved by the Annual General Meeting of April 30, 2014. Following the acquisition of a 34% stake in Mitsubishi Motors Corporation by Nissan in October 2016, Mitsubishi Motors Corporation has expressed its wish to participate in the cooperation provided by the Master Cooperation Agreement. The Second Amendment provides for the adherence of Mitsubishi Motors Corporation to the Master Cooperation Agreement and, correlatively, Mitsubishi Motors Corporation’s participation in the cooperation. Due in particular to the presence of common corporate officers between Renault and other parties to the Master Cooperation Agreement, this Second Amendment constitutes a related-party agreement requiring the prior authorization of the Renault Board of Directors. The Board of Directors of June 15, 2018 authorized the conclusion of this Second Amendment, considering that it was in Renault’s interest to enter into it since the participation of Mitsubishi Motors Corporation in the cooperation provided for by the Master Cooperation Agreement could contribute to the achievement of additional synergies and, therefore, to the success of Renault’s mid-term plan. Pursuant to this authorization, the Second Amendment was signed by Renault on October 3, 2018. This agreement is submitted to the Annual General Meeting for approval pursuant to the sixth resolution. The terms of this agreement are described in the Statutory Auditors’ special report, which is set out in Chapter 4.3 of the Company’s 2018 Registration document, as well as in section VI. “Statutory Auditors’ reports” of this notice of meeting.

Resolution 6: Approval of a related-party agreement governed by Article L. 225-38 of the French Commercial Code – Second Amendment to the Master Cooperation Agreement entered into between the Company, Nissan Motor Co. Ltd., Daimler AG, Renault-Nissan b.v. and Mitsubishi Motors Corporation The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Statutory Auditors’ special report on the related-party agreements and commitments referred to in Articles L. 225-38 et seq. of the French Commercial Code, deliberating on this report, approves the second amendment to the Master Cooperation Agreement entered into between the Company, Nissan Motor Co. Ltd., Daimler AG, Renault-Nissan b.v. and Mitsubishi Motors Corporation on October 3, 2018, as previously authorized by the Board of Directors of June 15, 2018 and described in the aforementioned report.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 45 V. DRAFT RESOLUTIONS

SEVENTH RESOLUTION

Ratification of the co-opting of Mr Thomas Courbe as director appointed upon proposal of the French State

The seventh resolution proposes that the Annual General Meeting ratify, in accordance with the provisions of Article L. 225-24 of the French Commercial Code, the appointment, on a provisional basis, on October 5, 2018, of Mr Thomas Courbe as director appointed upon proposal of the French State pursuant to Article 6 of French Order no. 2014-948 of August 20, 2014 on corporate governance and equity transactions in publicly-held companies, as amended, in replacement of Mr Pascal Faure, who resigned, for the remaining period of his term of office, until the close of the Ordinary General Meeting that will be called to approve the financial statements for the 2020 financial year. Presentation Mr Thomas Courbe succeeded Mr Pascal Faure as Directeur général des entreprisess on August 27, 2018, an administrative body under the authority of the Ministry of Economy and Finance. Mr Thomas Courbe was born in 1972. He is a French national. A biography of Mr Thomas Courbe (including details of the offices and functions that he holds) is included in section III. “Governance of Renault” of this notice of meeting. It is reminded that Mr Thomas Courbe complies with the legal rules and the recommendations of the AFEP-MEDEF Code on overboarding and that in his capacity as director appointed upon proposal of the French State, he is not qualified as independent director.

Resolution 7: Ratification of the co-opting of Mr Thomas Courbe as director appointed upon proposal of the French State The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ report, in accordance with the provisions of Article L. 225-24 of the French Commercial Code, ratifies the appointment, on a provisional basis, by the Board of Directors of October 5, 2018, of Mr Thomas Courbe as director appointed upon proposal of the French State pursuant to Article 6 of French Order no. 2014-948 of August 20, 2014 on corporate governance and equity transactions in publicly-held companies, as amended, in replacement of Mr Pascal Faure for the remaining period of his term of office, until the close of the Ordinary General Meeting that will be called to approve the financial statements for the 2020 financial year.

46 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

EIGHTH RESOLUTION

Ratification of the appointment of Mr Jean-Dominique Senard as director

The eighth resolution proposes that the Annual General Meeting ratify, in accordance with the provisions of Articles L. 225-17 and L. 225-24 of the French Commercial Code, the appointment, on a provisional basis, of Mr Jean-Dominique Senard as director, for a term of four years, until the close of the Annual General Meeting that will be called to approve the financial statements for the 2022 financial year. Following Mr Carlos Ghosn’s resignation from his office as Chairman of the Board of Directors of the Company as of January 23, 2019, the Board of Directors, during its meeting held on January 24, 2019, appointed Mr Jean-Dominique Senard as additional director of Presentation the Company and elected him as Chairman of the Board pursuant to the provisions of Article L. 225-17 of the French Commercial Code. This article allows the Board of Directors, in the event of resignation of the Chairman of the Board of Directors and if the Board has not been able to replace him/her by one of its members, to appoint, subject to the provisions Article L. 225-24 of the French Commercial Code, an additional director as Chairman. Mr Jean-Dominique Senard’s appointment as Chairman of the Board of Directors was recommended to the Board by the Appointments and Governance Committee which considered that he fulfilled a significant number of criteria set by the Appointments and Governance Committee for this position, such as: a faultless ethical reputation, a wide international experience, a successful career in the industrial sector, knowledge of the automotive world, charisma and leadership. Mr Jean-Dominique Senard was born in 1953. He is a French national. A biography of Mr Jean-Dominique Senard (including details of the offices and functions that he holds) is included in section III. “Governance of Renault” of the notice of meeting. It is reminded that Mr Jean-Dominique Senard complies with the legal rules and the recommendations of the AFEP-MEDEF Code on overboarding and complies, as at the date of the Annual General Meeting, with the independence criteria set by this Code.

Resolution 8: Ratification of the appointment of Mr Jean-Dominique Senard as director The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ report, in accordance with the provisions of Articles L. 225-17 and L. 225-24 of the French Commercial Code, ratifies the appointment, on a provisional basis, by the Board of Directors of January 24, 2019, of Mr Jean-Dominique Senard, for a four-year term, until the close of the Annual General Meeting that will be called to approve the financial statements for the 2022 financial year.

NINTH RESOLUTION

Appointment of a new director – Mrs Annette Winkler

Mrs Cherie Blair’s term of office expires at the close of the Annual General Meeting on June 12, 2019. Mrs Blair did not wish to request the renewal of her term of office. The ninth resolution proposes that the Annual General Meeting appoint Mrs Annette Winkler as director. This appointment would reinforce the Board’s skills in the , thus addressing one of the areas for improvement identified by the directors during the Board’s evaluation.

Presentation Mrs Annette Winkler would be appointed for a term of four years, until the close of the Annual General Meeting that will be called to approve the financial statements for the 2022 financial year. Mrs Annette Winkler was born in 1959. She is a German national. A biography of Mrs Annette Winkler (including details of the offices and functions she holds) is included in the section III. “Governance of Renault” of this notice of meeting. It is reminded that Mrs Annette Winkler complies with legal rules and the recommendations of the AFEP-MEDEF Code on overboarding and meets the independence criteria set by this Code.

Resolution 9: Appointment of Mrs Annette Winkler as director The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ report, appoints the Mrs Annette Winkler as director for a four-year term that will expire at the close of the Annual General Meeting that will be called to approve the financial statements for the 2022 financial year.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 47 V. DRAFT RESOLUTIONS

TENTH RESOLUTION

Approval of the components of compensation paid or allocated to Mr Carlos Ghosn, Chairman and Chief Executive Officer, for the financial year ended December 31, 2018

The tenth resolution proposes that the Annual General Meeting approve, in accordance with the provisions of Article L. 225-100 II of the French Commercial Code, the fixed, variable and exceptional components of the overall compensation and benefits of any kind paid or allocated to Mr Carlos Ghosn as Chairman and Chief Executive Officer for the financial year ended December 31, 2018 in accordance with the compensation policy approved at the Annual General Meeting of June 15, 2018. These components are set out in the Company’s corporate governance report referred to in Article L. 225-37 of the French Commercial Code, included in Chapter 3 of the Company’s 2018 Registration document, and are reminded in section IV. “Compensation of corporate Presentation officers” of this notice of meeting. The payment of the variable components of the Chairman and Chief Executive Officer’s compensation for the 2018 financial year is subject to this tenth resolution being approved. It is reminded that, in respect of the 2018 financial year, Mr Carlos Ghosn’s annual compensation included a fixed portion of an amount of €1,000,000 and a variable portion of a maximum amount corresponding to 100% of the fixed portion, subject to the achievement of quantitative and qualitative performance criteria. The variable portion of the annual compensation is payable (i) up to 25% in cash and (ii) up to 75% in shares, the payment of which is deferred for three years as from their allocation date (which occurs once the achievement rate is determined), subject to a presence condition. In addition, Mr Carlos Ghosn benefited from the allocation of 80,000 performance shares for 2018 as part of his long-term compensation. No exceptional compensation was allocated to the Chairman and Chief Executive Officer for the 2018 financial year.

Annual compensation for the 2018 financial year: During its meeting held on April 3, 2019, the Board of Directors, upon recommendation of the Compensation Committee, noted that:

P the fixed portion of the annual compensation paid to Mr Carlos Ghosn for the 2018 financial year amounted to the gross amount of €1,000,000; P the global achievement rate of Mr Carlos Ghosn’s targets, based on the performance criteria set for the 2018 financial year, is 89.6%; P the resulting variable portion payable by deferred shares cannot be paid to him, as Mr Carlos Ghosn’s offices as Chairman and Chief Executive Officer ended on January 23, 2019 which makes the presence condition attached to this allocation of shares impossible to satisfy; and P the amount of the variable portion payable in cash for the 2018 financial year, based on this overall rate, amounts to €224,000. The Board of Directors considered that, in assessing Mr Carlos Ghosn’s performance, it was appropriate to take into account the questions that emerged, as at the date hereof, in the context of the audit assignment conducted by the Company’s Ethics and Compliance department, about transactions undertaken by the latter in his capacity as Chairman and Chief Executive Officer of the Company, due to questionable and concealed practices. In this context, the Board of Directors has decided to recommend that the Annual General Meeting does not approve this tenth resolution. If the Annual General Meeting does not approve this resolution, Mr Carlos Ghosn will not receive the portion payable in cash of his variable compensation for 2018.

Long-term compensation: During its meeting held on February 13, 2019, the Board of Directors, upon recommendation of the Compensation Committee, noted that the presence condition to which the vesting of performance shares allocated for the financial years from 2015 to 2018 is subject is not met, which leads to the loss of Mr Carlos Ghosn’s rights to the definitive acquisition of these shares.

Non-compete indemnity: During its meeting held on February 13, 2019, the Board of Directors, upon recommendation of the Compensation Committee, decided to unilaterally waive the benefit of the non-compete agreement entered into with Mr Carlos Ghosn, and therefore not to pay the corresponding indemnity equal to two years fixed and variable compensation.

Pension scheme: Mr. Carlos Ghosn is also a beneficiary, in his capacity as a former member of the Group Executive Committee and subject to the conditions set out in its rules, of a collective top-up pension scheme set up for the benefit of the members of the Group Executive Committee comprising a defined-contribution pension scheme (régime de retraite à cotisations définies) and a top-up defined-benefit pension scheme (régime de retraite à prestations définies). During its meeting held on April 3, 2019, the Board of Directors, upon recommendation of the Compensation Committee, noted that: P with regard to the defined-contribution pension sheme (régime de retraite à cotisations définies), Mr Carlos Ghosn’s eligibility conditions for the annual pension can only be assessed on the day on which he would exercise his pension rights; and P with respect to the top-up defined benefit pension plan (régime de retraite à prestations définies), the circumstances of Mr Carlos Ghosn’s resignation do not fall within either of the two cases in which the plan may be open and that he is not entitled to any pension in this respect.

48 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Resolution 10: Approval of the components of the overall compensation and benefits of any kind paid or allocated to the Chairman and Chief Executive Officer for the financial year ended December 31, 2018 The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ reports, in accordance with the provisions of Article L. 225-100 II of the French Commercial Code, approves the fixed, variable and exceptional components of the overall compensation and benefits of any kind paid or allocated to the Chairman and Chief Executive Officer for the financial year ended December 31, 2018, as presented in the report on corporate governance referred to in Article L. 225-37 of the French Commercial Code, inserted in Chapter 3 of the Company’s 2018 Registration document, and as reminded in the report of the Company’s Board of Directors.

ELEVENTH RESOLUTION

Vote on the compensation policy for the Chairman and Chief Executive Officer for the 2019 financial year

In accordance with Articles L. 225-37-2 and R. 225-29-1 of the French Commercial Code, the eleventh resolution proposes that the Annual General Meeting approve the principles and criteria for determining, allocating, and awarding the fixed, variable, and exceptional components of the overall compensation and benefits of any kind attributable to the Chairman and Chief Executive Officer of the Company for the 2019 financial year (i.e. for the period from January 1, 2019 until his resignation on January 23, 2019). During its meeting held on April 3, 2019, upon recommendation of the Compensation Committee, the Board of Directors decided that no compensation shall be awarded to Mr Carlos Ghosn as Chairman and Chief Executive Officer for the 2019 financial year, given Presentation his impediment until his resignation from his offices as Chairman and Chief Executive Officer. This compensation policy for the Chairman and Chief Executive Officer for 2019 is described in the report on corporate governance referred to in Article L. 225-37 of the French Commercial Code, inserted in Chapter 3 of the Company’s 2018 Registration document, and reminded in the report of the Company’s Board of Directors (section IV. “Compensation of corporate officers” of this notice of meeting). It should be noted that in the event that this resolution is not approved by the Annual General Meeting, the compensation policy for the Chairman and Chief Executive Officer for the financial year ended December 31, 2018 would continue to apply in accordance with the provisions of paragraph 4 of Article L. 225-37-2 of the French Commercial Code. Accordingly, a fixed compensation for the period from January 1 until his resignation on January 23, 2019 should be paid to M. Carlos Ghosn as Chairman and Chief Executive Officer of the Company.

Resolution 11: Approval of the principles and criteria for determining, allocating, and awarding the components of the overall compensation and benefits of any kind attributable to the Chairman and Chief Executive Officer for the 2019 financial year The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ reports, in accordance with the provisions of Article L. 225-37-2 and R. 225-29-1 of the French Commercial Code, approves the principles and criteria for determining, allocating, and awarding the fixed, variable and exceptional components of the overall compensation and benefits of any kind attributable to the Company’s Chairman and Chief Executive Officer for the 2019 financial year, which were set by the Company’s Board of Directors upon recommendation of the Compensation Committee, which are described in the report on corporate governance referred to in Article L. 225-37 of the French Commercial Code, inserted in Chapter 3 of the Company’s 2018 Registration document, and in the report of the Company’s Board of Directors.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 49 V. DRAFT RESOLUTIONS

TWELFTH RESOLUTION

Vote on the compensation policy for the Chairman of the Board of Directors for the 2019 financial year

In accordance with Articles L. 225-37-2 and R. 225-29-1 of the French Commercial Code, the twelfth resolution proposes that the Annual General Meeting approve the principles and criteria for determining, allocating, and awarding the fixed, variable, and exceptional components of the overall compensation and benefits of any kind attributable to the Chairman of the Company’ Board of Directors for the 2019 financial year. These principles and criteria were set by the Board of Directors of April 3, 2019, upon recommendation of the Compensation Committee. The compensation policy for the Chairman of the Board of Directors for 2019 is described in the report on corporate Presentation governance referred to in Article L. 225-37 of the French Commercial Code, inserted in Chapter 3 of the Company’s 2018 Registration document, and reminded in section IV. “Compensation of corporate officers” of this notice of meeting.

Resolution 12: Approval of the principles and criteria for determining, allocating, and awarding the components of the overall compensation and benefits of any kind attributable to the Chairman of the Board of Directors for the 2019 financial year The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ reports, in accordance with the provisions of Article L. 225-37-2 and R. 225-29-1 of the French Commercial Code, approves the principles and criteria for determining, allocating, and awarding the fixed, variable and exceptional components of the overall compensation and benefits of any kind attributable to the Chairman of the Company’s Board of Directors for the 2019 financial year, which were set by the Company’s Board of Directors upon recommendation of the Compensation Committee, which are described in the report on corporate governance referred to in Article L. 225-37 of the French Commercial Code, inserted in Chapter 3 of the Company’s 2018 Registration document, and in the report of the Company’s Board of Directors.

THIRTEENTH RESOLUTION

Vote on the compensation policy for the Chief Executive Officer for the 2019 financial year

In accordance with Articles L. 225-37-2 and R. 225-29-1 of the French Commercial Code, the thirteenth resolution proposes that the Annual General Meeting approve the principles and criteria for determining, allocating, and awarding the fixed, variable, and exceptional components of the overall compensation and benefits of any kind attributable to the Chief Executive Officer of the Company for the 2019 financial year. These principles and criteria were set by the Board of Directors of April 3, 2019, upon recommendation of the Compensation Committee. This compensation policy for the Chief Executive Officer for 2019 is described in the report on corporate governance Presentation referred to in Article L. 225-37 of the French Commercial Code, inserted in Chapter 3 of the Company’s 2018 Registration document, and reminded in section IV. “Compensation of corporate officers” of this notice of meeting). It should be noted that: P in case this resolution is not approved by the Annual General Meeting, the compensation of the Company’s Chief Executive Officer will be determined in accordance with the practices existing within the Company, pursuant to Article L. 225-37-2 of the French Commercial Code; and P the payment of the variable and exceptional components of the Chief Executive Officer’s compensation for the 2019 financial year is subject to the subsequent approval, by an Ordinary General Meeting of the Company, of the fixed, variable and exceptional components, of the total compensation and the benefits of any kind paid or allocated to the Chief Executive Officer in respect of the 2019 financial year.

Resolution 13: Approval of the principles and criteria for determining, allocating, and awarding the components of the overall compensation and benefits of any kind attributable to the Chief Executive Officer for the 2019 financial year The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ reports, in accordance with the provisions of Article L. 225-37-2 and R. 225-29-1 of the French Commercial Code, approves the principles and criteria for determining, allocating, and awarding the fixed, variable and exceptional components of the overall compensation and benefits of any kind attributable to the Chief Executive Officer for the 2019 financial year, which were set by the Company’s Board of Directors upon proposal of the Compensation Committee, which are described in the report on corporate governance referred to in Article L. 225-37 of the French Commercial Code, inserted in Chapter 3 of the Company’s 2018 Registration document, and in the report of the Company’s Board of Directors.

50 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

FOURTEENTH RESOLUTION

Approval of the non-compete agreement entered into between the Company And Mr Thierry Bolloré, Chief Executive Officer

Following the appointment of Mr Thierry Bolloré as Chief Executive Officer, the Board of Directors of April 3, 2019 authorized the signing of a non-compete agreement aiming to protect the Company in case of termination of Mr Thierry Bolloré’s term of office. The Board of Directors considered that it was in Renault’s interest to enter into this non-compete agreement which will allow to protect Groupe Renault’s legitimate interests, given the particularly competitive nature of the automotive market, the importance of the functions and to the recognized skills of Mr Thierry Bolloré in this market, the means available to him, and the sensitive information he holds and to which he can have access. Presentation In consideration for his non-compete obligation, Mr Thierry Bolloré will receive from the Company, during the period of application of the agreement (twenty-four months) and subject to there being no breach of this agreement, a gross financial compensation corresponding to two years of gross annual compensation (fixed compensation and annual variable compensation paid in cash), payable in twenty-four monthly installments. The gross annual compensation retained for this calculation will be the one paid during the twelve months preceding the date of termination of the corporate office. In accordance with the recommendation of the AFEP-MEDEF Code, on Mr Thierry Bolloré’s departure, the Board of Directors of the Company will decide whether to apply this non-compete agreement, and may unilaterally waive it. Pursuant to the provisions of Article L. 225-42-1 of the French Commercial Code, this agreement must be submitted to the Annual General Meeting for approval (fourteenth resolution). The terms and conditions of this non-compete agreement are described in the Statutory Auditors’ special report in Chapter 4.3 of the Company’s 2018 Registration document, as well as in section VI. “Statutory Auditors’ reports” of this notice of meeting.

Resolution 14: Approval of a related-party commitment governed by Article L. 225-42-1 of the French Commercial Code entered into by the Company to the benefit of Mr Thierry Bolloré, corresponding to a non-compete agreement The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ reports, and the Statutory Auditors’ special report on undertakings governed by Article L. 225-42-1 of the French Commercial Code, voting on this special report, approves, in accordance with the provisions of Article L. 225-42-1 of the French Commercial Code, the undertaking granted by the Company to the benefit of Mr Thierry Bolloré, Chief Executive Officer, corresponding to a non-compete agreement, as presented in the Statutory Auditors’ special report.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 51 V. DRAFT RESOLUTIONS

FIFTEENTH RESOLUTION

Approval of the top-up pension scheme granted by the Company to the benefit of Mr Thierry Bolloré, Chief Executive Officer

On the occasion of the appointment of Mr Thierry Bolloré as Chief Executive Officer, the pension scheme from which he already benefitted as member of Groupe Renault Executive Committee was reviewed by the Board of Directors during its meeting of March 15, 2019 in particular to comply with the provisions of the law no. 2015-990 of August 6, 2015 on growth, business, and equal economic opportunities, called “Macron Act”, and to the recommendations of the AFEP-MEDEF Code. The pension scheme for the Chief Executive Officer includes (a) a defined-contribution scheme and (b) a top-up defined-benefit pension scheme. Presentation a) Defined-contribution scheme (Article L. 242-1 of the French Social Security Code) The Chief Executive Officer benefits from a defined-contribution scheme; these contributions correspond to 8% of that part of his annual compensation (fixed and variable components) between eight and sixteen times the annual French Social Security cap (Band D); of this 8% total, 5% is paid by the Company and 3% by the Chief Executive Officer. The Company’s commitment is limited to the payment of his share of the contributions to the insurance firm managing the scheme. b) Top-up defined-benefit pension scheme (Article L. 137-11 of the French Social Security Code) The Chief Executive Officer also benefits from a top-up defined-benefit pension scheme, arranged and financed by the Company, the management of which is outsourced to an insurance firm. Benefiting from this scheme is subject to a seniority condition (five years minimum with the Company and at least two years on the Group Executive Committee) and a presence condition as an officer of the Company, applied as of retirement. The reference compensation used to calculate the top-up defined-benefit pension scheme is equal to the average of the three highest gross annual compensations (fixed and variable components) over the last ten years of activity prior to retirement. The annual amount paid into this pension scheme is equal to 10% of the reference compensation, this percentage rising by 1.4 percentage points per year of seniority in excess of five years on the Group Executive Committee, and by 0.4 percentage points per year of seniority other than on the Group Executive Committee, in the case of more than five years’ seniority with the Company. The amount is capped at 30% of the reference compensation. The reference compensation in question is capped at 65 times the annual French Social Security cap. In any event, the annual total of these pension amounts for the Chief Executive Officer may not exceed 45% of his reference compensation. If this cap is exceeded, the amount of top-up pension will be reduced accordingly. Pursuant to the provisions of Article 229 II of the “Macron Act”, the acquisition of new rights under the top-up defined-benefit pension scheme must be conditional on performance conditions being met. In addition, the annual increase in conditional rights is limited to 3% of the annual compensation serving as reference to the calculation of the pension paid pursuant to this scheme. During its meeting of March 15, 2019, the Board of Directors noted that as at December 31, 2018, Mr Thierry Bolloré had a seniority of 6 years, corresponding to 11.53% of rights. During its meeting of April 3, 2019, on the proposal of the Compensation Committee, the Board of Directors decided to condition the acquisition of new rights as from January 1, 2019 to the following condition: the amount of the free cash flow for the 2019 financial year must be positive. Pursuant to the provisions of Article L. 225-42-1 of the French Commercial Code, this agreement must be submitted to the vote of the Annual General Meeting (fifteenth resolution). This undertaking is mentioned in the Statutory Auditors’ special report. This special report is described in Chapter 4.3 of the Company’s 2018 Registration document, as well as in section VI. “Statutory Auditors’ reports” of this notice of meeting.

Resolution 15: Approval of a related-party commitment governed by Article L. 225-42-1 of the French Commercial Code entered into by the Company to the benefit of Mr Thierry Bolloré, corresponding to a top-up pension scheme The Annual General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, and having reviewed the Board of Directors’ reports, and the Statutory Auditors’ special report on undertakings governed by Article L. 225-42-1 of the French Commercial Code, voting on this special report, approves, in accordance with the provisions of Article L. 225-42-1 of the French Commercial Code, the undertaking granted by the Company to the benefit of Mr Thierry Bolloré, Chief Executive Officer, corresponding to a top-up pension scheme, as presented in the Statutory Auditors’ special report.

52 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

SIXTEENTH RESOLUTION

Authorization granted to the Board of Directors to trade in the Company shares

During the 2018 financial year, the Company: P acquired 1,362,000 shares pursuant to the authorization granted by the Annual General Meeting on June 15, 2017; P as part of the authorization granted by the Annual General Meeting on June 15, 2018, sold 1,400,000 shares for the implementation of the “Share the Future” employee shareholding plan in November 2018. The Company assigned the 1,362,000 shares acquired to the purposes of implementing any share purchase option plan or free share

Presentation allocation plan, or any other form of assignment, allocation, disposal, or transfer, for employees and managers of the Company and its Group, and completing any hedging transaction relating to any such transactions, within the terms established by law. As of December 31, 2018, the Company held 5,058,961 shares, corresponding to 1.71% of the share capital. Treasury shares do not confer rights to dividends or voting rights. The transactions carried out by the Company in its own shares during the 2018 financial year are described in Chapter 5.2.5.3 of the Company’s 2018 Registration document. The sixteenth resolution invites the Annual General Meeting to renew the authorization, granted to the Board of Directors by the Annual General Meeting of June 15, 2018, to trade in the Company shares for a maximum period of 18 months, this authorization replacing that granted at the previous meeting. This authorization would allow a share buyback program to be implemented for up to 10% of the share capital, corresponding as of December 31, 2018 to 29,572,228 shares (or within the limit of 5% of the share capital if the objective of the buyback is to transfer Company shares as part of a merger, spin-off, or contribution transaction) pursuant to the following conditions: P a maximum purchase price of €120 per share (not including acquisition costs), it being specified that in the event of a transaction affecting the Company’s share capital, this price would be adjusted accordingly; P a maximum amount of funds allocated for the completion of the buyback program of €3,548.7 million, it being specified that in the event of a transaction affecting the Company’s share capital, this price would be adjusted accordingly; P completion of the buyback program at any time and by any means within the limits authorized by the legal and regulatory provisions in force during the validity of the share buyback program, it being specified that if a public bid for the Company’s stocks is made by a third party, the Board of Directors could not implement this authorization and the Company may not pursue any share buyback program until after the end of the bid period, except in the case of prior authorization having been granted by the Annual General Meeting. The aims of the share buyback program submitted for authorization are listed in the resolution put to this Annual General Meeting. It should be noted that pursuant to the provisions of Article L. 225-210 of the French Commercial Code, the Company may not own more than 10% of the total of its own shares, or more than 10% of any given share category, either directly or through any person acting in their own name on behalf of the Company. The Board of Directors shall inform the Annual General Meeting called in 2020 to approve the accounts of the financial year ending December 31, 2019 of all transactions performed pursuant to this resolution.

Resolution 16: Authorization granted to the Board of Directors to perform Company share transactions

The Annual General Meeting, voting under the conditions of quorum (ii) using all or some of the shares acquired to implement any share and majority required for Ordinary General Meetings, and having purchase option plan or restricted share plan, or any other form of reviewed the Board of Directors’ report, authorizes the Board of assignment, allocation, disposal, or transfer for former or current Directors, with the power to sub-delegate, pursuant to the provisions employees and corporate officers of the Company and its Group, of Articles L. 225-209 et seq. of the French Commercial Code, and completing any hedging transaction relating to any such Articles 241-1 et seq. of the French Financial Market Authority’s (AMF) transactions, within the terms established by law; General Regulations, and the EU Market Abuse regulation, notably the (iii) transferring all or some of the shares acquired during the exercise European regulation (EU) no. 596/2014 of April 16, 2014 to perform of rights pertaining to securities granting rights by conversion, transactions with the Company shares subject to the conditions and exercise, reimbursement, exchange, or any other means to the limits specified in the regulations, with a view to the following: allocation of Company shares, pursuant to applicable regulations; (i) cancelling them, notably to compensate for dilution arising from (iv) secondary market making or liquidity enhancement for Renault the exercise of share subscription options or the acquisition of shares by an independent investment service provider acting shares allocated free of charge, subject to the approval of the pursuant to a liquidity agreement complying with the market seventeenth resolution submitted to this Annual General Meeting; practice allowed by AMF’s decision no. 2018-01 of July 2, 2018;

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(v) using all or some of the shares acquired to be retained for resold during the authorization period, and (c) this number may subsequent transfer as an exchange or as payment as part of not exceed 5% in the case of shares acquired by the Company with external growth transactions, contribution, merger or spin-off, a view to retaining them and to subsequently transfer them as in accordance with recognised market practices and applicable payment or as an exchange during the course of merger, spin-off, regulations; and or contribution transactions or external growth operations. (vi) more generally, performing any other transaction allowed, or As of December 31, 2018, the 10% limit of the share capital which may be allowed or authorized in the future, by law, by the corresponded to 29,572,228 Company shares. regulations in force, or by the AMF. Within the limits allowed by the applicable regulations, transactions The acquisition, disposal, transfer, or exchange of these shares may performed by the Board of Directors pursuant to this authorization be performed by any means, notably on the market or through over- may take place at any time during the validity of the share buyback the-counter transactions, including block trading, using derivative program, it being specified that if a public bid for the Company stocks financial instruments or bonds or securities granting access to the is made by a third party, the Board of Directors may not implement this Company’s share capital, or by implementing option strategies, within authorization and the Company may not pursue any share purchase the bounds of applicable regulations. program until after the end of the bid period, except in the case of prior The Annual General Meeting sets: authorization having been granted by the Annual General Meeting.

P the maximum purchase price (or the counter-value of this amount Pursuant to the provisions of Article L. 225-210 of the French on the same date in any other currency), excluding acquisition costs, Commercial Code, the Company may not own more than 10% of the at €120 per share, and the maximum amount of funds allocated for total of its own shares, or more than 10% of any given share category, the completion of the share purchase program at €3,548.7 million, either directly or through any person acting in their own name on it being specified that in the event of transactions affecting the behalf of the Company. share capital (splitting or consolidation of shares or free share All powers are granted to the Board of Directors, including powers of allocations to shareholders), the price and the maximum amount sub-delegation, to implement this authorization, specify, if necessary, of funds allocated for the completion of the share purchase program its terms, decide on its conditions and, in particular, place all orders on will be adjusted on the basis of the ratio of the number of securities or off the stock market, assign or reassign the shares acquired to the constituting the share capital prior to the transaction compared to different purposes pursued in compliance with applicable legal and the total number after the transaction; regulatory conditions, perform all formalities, and, more generally, do P the number of shares which may be acquired at 10% of the shares all that is required in this respect. constituting the share capital, it being specified that (a) this limit Each year, the Board of Directors shall make a report of the transactions applies to a given amount of the Company’s share capital, to be performed pursuant to this resolution to the Annual General Meeting. adjusted if necessary to take into account transactions affecting the share capital subsequent to this Annual General Meeting, (b) if the This authorization is granted for a maximum period of 18 months as aim of the share buyback is to enhance share liquidity pursuant to of the date of this Annual General Meeting, and renders any previous the conditions set out in the AMF General Regulations, the number authorization to the same end null and void for any remaining, unused of shares taken into account to calculate the 10% limit corresponds amounts covered thereby. to the number of shares purchased, minus the number of shares

54 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

EXTRAORDINARY GENERAL MEETING

SEVENTEENTH RESOLUTION

Authorization granted to the Board of Directors to reduce the Company’s share capital by cancelling treasury shares

The seventeenth resolution invites the Annual General Meeting to authorize the Board to cancel shares acquired in the Company share buyback program by reducing the share capital, within the legal limit of 10% of the share capital for each 24-month period. This authorization would be valid for a period of 18 months and would replace that granted by the Extraordinary General Meeting on June 15, 2018. It is specified that the Board of Directors did not cancel any Company shares in the financial year ending December 31, 2018. Presentation

Resolution 17: Authorization granted to the Board of Directors to reduce the Company’s share capital by cancelling treasury shares The Annual General Meeting, voting under the conditions of quorum and majority required for Extraordinary General Meetings, and having reviewed the Board of Directors’ report and the Statutory Auditors’ special report, authorizes the Board of Directors, with the power to sub- delegate, pursuant to the provisions of Article L. 225-209 of the French Commercial Code:

P to proceed, on one or more occasions, in the proportions and at the times determined by the Board, with cancellation of the shares acquired pursuant to any authorization granted by the Ordinary General Meeting of Shareholders pursuant to the provisions of Article L. 225-209 of the French Commercial Code, up to 10% of the total number of shares comprising the share capital for each 24-month period (the 10% limit applying to an adjusted number of shares, if applicable, in line with any transactions affecting the share capital subsequent to this Annual General Meeting) and to reduce the share capital accordingly by recognising the difference between the buyback value of the shares and their nominal value in all reserve or bonus account lines; P to decide the definitive amount of this share capital reduction (or reductions), determine the terms and record completion thereof; and P to amend the articles of association accordingly, and more generally do all that is required to implement this authorization. This authorization is granted for a maximum period of 18 months as of the date of this Annual General Meeting, and renders any previous authorization to the same end null and void.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 55 V. DRAFT RESOLUTIONS

EIGHTEENTH RESOLUTION

Authorization granted to the Board of Directors to allocate free shares

The eighteenth resolution aims to authorize the Board of Directors to freely allocate Company shares to employees and officers of the Company and of French or foreign affiliated companies or entities. It is reminded that the Company decided that it would no longer implement stock-option plans from 2013. Upon recommendation of the Compensation Committee, it is proposed by this eighteenth resolution to authorize the Board of Directors of the Company to implement one or multiple performance share plans pursuant to the provisions of Articles L. 225-197-1 et seq. of the French Commercial Code, and according to the terms and conditions described hereafter. Presentation This eighteenth resolution would terminate the previous authorization granted by the Annual General Meeting of April 29, 2016 for a duration of thirty-eight months (fifteenth resolution). The Board of Directors used this authorization to implement the performance share plans for the 2016, 2017 and 2018 financial years. The number of shares that can be awarded pursuant to this resolution may not exceed 2% of the share capital of the Company, as at the date of the allocation decision taken by the Board of Directors, with an annual sub-ceiling set at 0.67% of the share capital of the Company. These ceilings would include the performance shares allocated, if applicable, to the Company’s corporate officers, with a sub-ceiling for them set at 15% of the allocations made under this authorization, i.e. a maximum of 0.3% of the share capital of the Company. In addition, the number of shares that may be allocated in respect of the combination of ongoing plans and future plans may not exceed, in any case, 10% of the share capital of the Company. The allocated shares may be new shares to be issued as capital increase or existing shares previously purchased by the Company pursuant to law. It should be noted that the allocation of performance shares to their beneficiaries would vest at the end of a minimum vesting period of three years, without the need for an additional lock-up period (3 + 0). This authorization would entail, for the benefit of the beneficiaries, the shareholders’ waiver of their preferential subscription rights in respect of the shares to be issued pursuant to this resolution. 1. Compensation policy The aim of performance share allocations is primarily to personally associate the worldwide management of Groupe Renault, in particular the members of management bodies, with the development of the Group’s value by allowing them to share ownership of the Company. It also provides recognition of executives whose outstandingly positive action has contributed to Groupe Renault’s results. Lastly, it helps to promote loyalty in executives who are of particular value to the Company, notably executives with a high potential for career development. The allocation of shares increases their commitment and motivation to implement progress and growth in the Company. This scheme has proved to be a factor in strengthening the role of responsibility centres throughout Groupe Renault worldwide, more particularly in the automotive sector, sales subsidiaries, vehicle and mechanical engineering, bodywork and powertrain plant managers, industrial subsidiaries, as well as for all program and vehicle project and component managers. It is also applied in sales financing, as well as for the managers of large support functions in Groupe Renault. 2. The beneficiaries Allocation is differentiated according to beneficiaries’ level of responsibility and contribution, on the basis of the appraisal of their performance and results, and according to the assessment of their development potential. Beneficiaries are divided into three categories. A. TOP MANAGEMENT Executives are made up of members of the Renault Management Committee (RMC), including members of the Group Executive Committee (GEC). As for the Chief Executive Officer, the number of performance shares allocated is set by the Board of Directors, upon recommendation of the Compensation Committee. The work of the Compensation Committee is carried out with the help of a specialised consultancy firm, based on analyses of remuneration paid by CAC 40 groups and global car manufacturers: VW, Toyota, Daimler, General Motors, Ford Motors, Honda, Fiat, Chrysler, BMW, PSA… The proportion of performance share allocation plans allocated to the Chief Executive Officer will not exceed 15% of the allocated performance shares. The number of performance shares allocated to members of the Executive Committee (including performance shares allocated to the Chief Executive Officer) may not exceed 30% of the total number of performance shares allocated. B. SENIOR EXECUTIVES Senior executives are beneficiaries and benefit in principle from variable allocations, according to their level of responsibility, performance, and results. The number of allocated shares may vary according to the assessment made. Certain senior executives may not be beneficiaries.

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C. OTHER BENEFICIARY EXECUTIVES The other beneficiaries are usually senior managers and managers with high professional or managerial development potential or with a high level of expertise. There are many complementary systems for appraising and selecting these beneficiaries (annual interviews, career committees, specific follow-up for high-potential managers, etc.); these systems constitute a body of observations enabling the most deserving individuals to be distinguished. All these categories of beneficiary total approximately 1,000 managers each year. Presentation 3. Performance criteria A. REQUIREMENTS In accordance with best market practices, all the allocations, regardless of the beneficiary concerned, are subject to a presence condition of a minimum of three years from the allocation date of the performance shares as well as performance conditions which are assessed over at least three consecutive financial years. Since 2006, performance criteria have been put in place for all employees. These criteria are demanding, stable, verifiable and quantifiable. The achievement rates (excluding the Chairman and Chief Executive Officer) for plans the performance assessment period of which expired are: P Plan no. 17 for 2011: no criterion met; P Multy-year plan no. 18, for 2011-2013: criteria 100% met; P Plan no. 19 for 2012: criteria 50% met; P Plan no. 20 for 2013: criteria 88.48% met; P Plans no. 21 and 21 biss for 2014: criteria 92.83% met; P Plans no. 22 and 22 biss for 2015: criteria 95% met. Where the criteria are not met, the beneficiaries’ rights in respect of the allocated shares become null and void and are definitively lost. B. NATURE OF CRITERIA The performance criteria are defined for each plan by the Board of Directors, upon recommendation of the Compensation Committee. In the event that the proposed resolution is approved by the Annual General Meeting, the criteria of the Plan 2019 would be as follows: For all the beneficiaries (excluding(g the Chief Executive Officer)) Three criteria would be applicable:

Free cash flow Percentage Acquisitions

Cap* FCF > or = Budget+20% 50% Target* FCF = Budget 40% Lower limit* FCF < or = Budget-15% 0% Percentage of models manufactured on the Alliance Common Module Family (CMF) platforms Percentage Acquisitions Cap* CMF > or = MTP+5% 25% Target* CMF = MTP 20% Lower limit* CMF < or = MTP-15% 0% Electric vehicles sales volumes of Groupe Renault Percentage Acquisitions Cap* EV Sales > or = Budget+5% 25% Target* EV Sales = Budget 20% Lower limit* EV Sales < or = Budget-10% 0% * Linear interpolation between the values.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 57 V. DRAFT RESOLUTIONS

For the Chief Executive Officer The allocation to the Chief Executive Officer would be subject to the three criteria above and to one additional criterion, in order to reinforce the stringency of the plan concerning him.

Free cash flow Percentage Acquisitions

Presentation Cap* FCF > or = Budget+20% 30% Target* FCF = Budget 21% FCF < Budget 0% Percentage of models manufactured on the Alliance Common Module Family (CMF) platforms Percentage Acquisitions Cap* CMF > or = MTP+5% 30% Target* CMF = MTP 21% CMF < MTP 0% Electric vehicles sales volumes of Groupe Renault Percentage Acquisitions Cap* EV Sales > or = Budget+5% 30% Target* EV Sales = Budget 21% EV Sales < Budget 0% Total Shareholder Return – TSR Percentage Acquisitions Cap* TSR > or = Index+10% 10% Target* TSR = Index 4.5% TSR < Index 0% * Linear interpolation between the target and the cap.

These criteria are those used for the 2018 financial year allocations that were implemented as part of the “Drive the Future” mid- term plan. The Board of Directors intends in the future to continue to apply the same performance criteria unless they cease to be relevant. In this case, the Board would choose and impose criteria of a comparable stringency in order to continue to implement consistent long-term compensation tools. This authorization is for a period of 38 months and could be used for plans for the 2019, 2020 and 2021 financial years.

Resolution 18: Authorization granted to the Board of Directors to proceed with free allocations of existing or new Company shares to employees and to corporate officers of the Company and of companies of Groupe Renault, waiving shareholders’ preferential subscription rights

The Annual General Meeting, voting under the conditions of quorum 0.67% of the share capital, it being stipulated that this ceiling is and majority required for Extraordinary General Meetings, and having set taking into account the number of shares to be allocated, as reviewed the Board of Directors’ report and the Statutory Auditors’ the case may be, for the adjustments to be made, in accordance special report, pursuant to the provisions of Articles L. 225-197-1 et. with the applicable laws and regulations and, as the case may be, seq. of the French Commercial Code: the applicable contractual provisions, to preserve the rights of the beneficiaries of the free allocations of shares; P authorizes the Board of Directors to proceed, on one or more P occasions, in the proportions and at the times determined by it, to decides that the total number of shares freely allocated under this allocations of free existing or new Company shares, (i) to the benefit authorization to the corporate officers may not represent more than of the Company employees, or certain categories of them, whether 15% of this limit of 2.0% of the share capital set in the previous they belong to the Company or to French or foreign companies or paragraph; groups that are related to it within the meaning of Article L. 225- P decides that the Board of Directors will set the criteria for the 197-2 of the French Commercial Code or (ii) to the benefit of the allocation of these free shares, will determine the list or categories corporate officers who may benefit from such allocations pursuant of beneficiaries of the shares, the number of free shares allocated to law, whether they belong to the Company or to French or foreign within the above-mentioned limits and the conditions, including the companies or groups that are related to it within the meaning of the presence and the performance of the shares allocated under long- Article L. 225-197-2 of the French Commercial Code; term compensation plans. These performance conditions must be P decides that the total number of new or existing shares freely serious and demanding and may be internal to the Company and/or allocated pursuant to this authorization may not represent more external. They will be fully disclosed in the Registration document than 2.0% of the Company’s share capital at the date of the Board for the financial year in which the shares are allocated; of Directors’ allocation decision, with an annual sub-ceiling of

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P P fix and, where applicable, modify the performance conditions and compensation plans will vest after a minimum period of three years, the criteria and conditions for the allocation of shares, in particular with, if the Board of Directors so decides, an obligation to retain the the duration of the vesting period and the duration of the lock-up shares by the beneficiaries, for a period to be freely determined period; according to applicable law; P provide, where appropriate, for the possibility of postponing the P decides that in the event of invalidity of the beneficiary under the vesting dates of the shares; conditions provided by law, corresponding to the classification in P provide for the possibility to temporarily suspend the allocation the second or third of the categories provided for in Article L. 341-4 rights; of the French Social Security Code, or equivalent situation abroad, P record the vesting dates and the dates from which the shares may the shares will vest before the end of the vesting period and will be freely transferred; be freely transferable as from their delivery; and P if necessary, during the vesting period, to adjust the number of P notes that, in the event of a free allocation of new shares, this freely allocated shares to preserve the rights of the beneficiaries, authorization will, as and when the shares vest, carry a capital it being specified that the shares allocated pursuant to these increase by incorporation of reserves, profits or premiums in favor adjustments will be deemed to have been allocated on the same of beneficiaries of said shares and a correlative shareholders’ waiver day as the shares were initially allocated; to their preferential subscription rights on said shares to the benefit of the beneficiaries of said shares. P in the event of new shares, to deduct, as the case may be, from reserves, profits or premiums, the amounts necessary for the The Annual General Meeting grants full powers to the Board of release of the shares, record the realization of the capital increases Directors, with the power to sub-delegate under the conditions carried out pursuant to this authorization, make the subsequent provided by law, to implement this authorization, and in particular to: amendments to the articles of association; and, more generally, P determine whether the free allocated shares are free existing or P take all necessary steps and conclude all agreements to achieve the new Company shares and, if applicable, modify its choice before successful completion of the proposed allocations. the vesting of the shares; This authorization is granted for a maximum period of 38 months as P determine the identity of the beneficiaries of the shares and the of the date of this Annual General Meeting, and renders any previous number of shares allocated to each of them; authorization to the same end null and void for the unused portion of this authorization.

ORDINARY GENERAL MEETING

NINETEENTH RESOLUTION

Powers to carry out formalities

The nineteenth resolution is a customary resolution concerning the granting of the powers required to carry out registration and legal formalities. Presentation

Resolution 19: Powers to carry out formalities The Annual General Meeting grants all powers to the bearer of the original or a copy or excerpt of the minutes of this Annual General Meeting to carry out all registration formalities specified by law.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 59 VI. STATUTORY AUDITORS’ REPORTS

VI. STATUTORY AUDITORS’ REPORTS

Statutory Auditors’ report on the financial statements

This is a translation into English of the Statutory Auditors’ report on the financial statements of the Company issued in French and it is provided solely for the convenience of English speaking users. This Statutory Auditors’ report includes information required by European regulation and French law, such as information about the appointment of the Statutory Auditors or verification of the management report and other documents provided to shareholders. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

For the year ended December 31, 2018

To the Annual General Meeting of Renault,

Opinion In compliance with the engagement entrusted to us by your Annual General Meeting, we have audited the accompanying financial statements of Renault for the year ended December 31, 2018.

In our opinion, the financial statements give a true and fair view of the assets and liabilities and of the financial position of the Company as at December 31, 2018 and of the results of its operations for the year then ended in accordance with French accounting principles.

The audit opinion expressed above is consistent with our report to the Audit, Risks and Ethics Committee.

Basis for Opinion

Audit Framework

We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Our responsibilities under those standards are further described in the Statutory Auditors Responsibilities for the Audit of the Financial Statements section of our report.

Independence

We conducted our audit engagement in compliance with independence rules applicable to us, for the period from January 1st, 2018 to the date of our report and specifically we did not provide any prohibited non-audit services referred to in Article 5, paragraph 1 of Regulation (EU) No 537/2014 or in the French Code of ethics (Code de déontologie) for Statutory Auditors.

Justification of Assessments - Key Audit Matters In accordance with the requirements of Articles L.823-9 and R.823-7 of the French Commercial Code (code de commerce) relating to the justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional judgment, were of most significance in our audit of the financial statements of the current period, as well as how we addressed those risks.

These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on specific items of the financial statements.

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Valuation of investments Risks identified significant caption of the total assets. Investments are valued at acquisition cost at the date of entry, and their recoverable value is then assessed by management as described in Note 2.1 to the notes to the individual financial statements of Renault.

Renault S.A. has opted to account for investments in controlled companies under the equity method. The value of these investments is determined based on their contribution to the consolidated equity of Renault, and the change during the year in the overall share of shareholders’ equity corresponding to these interests is included in shareholders’ equity under «Equity valuation difference».

The other investments mainly relate to Renault’s equity investment in Nissan. This investment is valued at the lower amount between the book value and the value in use, which takes into account the share of net assets and profitability prospects of Nissan. The assessment of the recoverable value of Renault’s investment in Nissan is based on expected profitability and the stock market value, and requires judgement from management.

In this context, we have considered that the valuation of the investments was a key audit matter.

Our audit response

In order to assess the reasonableness of the value in use of investments, we mainly relied on the work performed for the purpose of the consolidated financial statement audit. Our work mainly consisted in:

Regarding Renault’s investments in controlled companies:

P Check that the shareholders’ equity in each of these investments corresponds to their contribution to the consolidated equity of Renault. P Check that Renault has performed the necessary adjustments, if any, to take into account potential impairment losses accounted for in the group’s consolidated financial statements. Regarding Renault investment in Nissan:

P Assess the reasonableness of the main assumptions used by Renault in the impairment test performed to confirm the recoverable value of its investment in Nissan, by referring to Nissan’s stock market value, mid-term plan and historical performance and the growth prospects of the Automotive sector. Specific verifications We have also performed, in accordance with professional standards applicable in France, the specific verifications required by French law.

Information given in the management report and in the other documents with respect to the financial position and the financial statements provided to the Shareholders

We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the management report of the Board of Directors and in the other documents provided to the Shareholders with respect to the financial position and the financial statements.

We attest the fair presentation and the consistency with the financial statements of the information relating to payment terms, required under Article D.441-4 of the French Commercial Code (Code de commerce).

Report on Corporate Governance

We confirm the existence in the Report on Corporate Governance of the information required by

Articles L. 225-37-3 and L. 225-37-4 of the French Commercial Code (Code de commerce).

Concerning the information given in accordance with the requirements of Article L. 225-37-3 of the French Commercial Code (Code de commerce) relating to remunerations and benefits received by the directors and any other commitments made in their favour, we have verified its consistency with the financial statements, or with the underlying information used to prepare these financial statements and, where applicable, with the information obtained by your company from controlling and controlled companies. Based on this work, we attest the accuracy and fair presentation of this information.

Regarding the information on factors that your company considered could have a potential incidence in case of public takeover or swap bid, given in accordance with the requirements of Article L. 225-37-5 of the French Commercial Code (Code de commerce), we have confirmed they are in accordance with the underlying documentation provided to us. Based on this work, we have no matter to report on this information.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 61 VI. STATUTORY AUDITORS’ REPORTS

Other information

In accordance with French law, we have verified that the required information concerning the identity of the shareholders and holders of the voting rights and the cross-shareholdings has been properly disclosed in the management report.

Report on Other Legal and Regulatory Requirements Appointment of the Statutory Auditors

We were appointed as Statutory Auditors of Renault by the Annual General Meeting held on April 30, 2014 for KPMG SA and by Order from the Ministry of the Economy of March 27, 1979 for Ernst & Young Audit.

As at December 31, 2018, KPMG SA was in the fifth year of total uninterrupted engagement and Ernst & Young Audit was in the fortieth year of total uninterrupted engagement, of which twenty-five years since securities of the Company were admitted to trading on a regulated market.

Responsibilities of Management and Those Charged with Governance for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with French accounting principles and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless it is expected to liquidate the Company or to cease operations.

The Audit, Risks and Ethics Committee is responsible for monitoring the financial reporting process and the effectiveness of internal control and risks management systems and where applicable, its internal audit, regarding the accounting and financial reporting procedures.

The financial statements were approved by the Board of Directors.

Statutory Auditors’ Responsibilities for the Audit of the Financial Statements Objectives and audit approach

Our role is to issue a report on the financial statements. Our objective is to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As specified in Article L.823-10-1 of the French Commercial Code (Code de commerce), our statutory audit does not include assurance on the viability of the Company or the quality of management of the affairs of the Company.

As part of an audit conducted in accordance with professional standards applicable in France, the statutory auditor exercises professional judgment throughout the audit and furthermore:

P Identifies and assesses the risks of material misstatement of the financial statements, whether due to fraud or error, designs and performs audit procedures responsive to those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a basis for his opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control; P Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control; P Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management in the financial statements; P Assesses the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. If the statutory auditor concludes that a material uncertainty exists, there is a requirement to draw attention in the audit report to the related disclosures in the financial statements or, if such disclosures are not provided or inadequate, to modify the opinion expressed therein; P Evaluates the overall presentation of the financial statements and assesses whether these statements represent the underlying transactions and events in a manner that achieves fair presentation.

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Report to the Audit, Risks and Ethics Committee

We submit a report to the Audit, Risks and Ethics Committee which includes in particular a description of the scope of the audit and the audit program implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and financial reporting procedures that we have identified.

Our report to the Audit, Risks and Ethics Committee includes the risks of material misstatement that, in our professional judgment, were of most significance in the audit of the financial statements of the current period and which are therefore the key audit matters that we are required to describe in this report.

We also provide the Audit, Risks and Ethics Committee with the declaration provided for in Article 6 of Regulation (EU) N° 537/2014, confirming our independence within the meaning of the rules applicable in France such as they are set in particular by Articles L.822-10 to L.822-14 of the French Commercial Code (Code de commerce) and in the French Code of Ethics (Code de déontologie) for Statutory Auditors. Where appropriate, we discuss with the Audit, Risks and Ethics Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards.

Paris La Défense, April 4, 2019

The Statutory Auditors French original signed by

KPMG Audit ERNST & YOUNG Audit A department of KPMG S.A. Jean-Paul Vellutini Laurent des Places Aymeric de La Morandière Bernard Heller

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 63 VI. STATUTORY AUDITORS’ REPORTS

Statutory Auditors’ report on the consolidated financial statements

This is a translation into English of the Statutory Auditors’ report on the financial statements of the Company issued in French and it is provided solely for the convenience of English speaking users. This Statutory Auditors’ report includes information required by European regulation and French law, such as information about the appointment of the Statutory Auditors or verification of the management report and other documents provided to shareholders. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

For the year ended December 31, 2018

To the Annual General Meeting of Renault,

Opinion In compliance with the engagement entrusted to us by your Annual General Meeting, we have audited the accompanying consolidated financial statements of Renault for the year ended December 31, 2018.

In our opinion, the consolidated financial statements give a true and fair view of the assets and liabilities and of the financial position of the Group as at December 31, 2018 and of the results of its operations for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union.

The audit opinion expressed above is consistent with our report to the Audit, Risks and Ethics Committee.

Basis for Opinion Audit Framework

We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Our responsibilities under those standards are further described in the Statutory Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report.

Independence

We conducted our audit engagement in compliance with independence rules applicable to us, for the period from January 1st, 2018 to the date of our report and specifically we did not provide any prohibited non-audit services referred to in Article 5, paragraph 1 of Regulation (EU) No 537/2014 or in the French Code of ethics (code de déontologie) for Statutory Auditors.

Observation

Without qualifying our opinion expressed above, we draw your attention to the notes 2-A1, 2-A2 and 2-A3 to the notes to the consolidated financial statements which describe the changes resulting from the first application of IFRS 9 “Financial Instruments” and IFRS 15 “Revenue from contracts with customers”, as well as the change in accounting policy regarding the redeemable shares held by Renault SA.

Justification of Assessments - Key Audit Matters In accordance with the requirements of Articles L.823-9 and R.823-7 of the French Commercial Code (Code de commerce) relating to the justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period, as well as how we addressed those risks.

These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on specific items of the consolidated financial statements.

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VALUATION OF THE MANUFACTURING SPECIFIC INTANGIBLE AND TANGIBLE ASSETS (VEHICLES) OF THE AUTOMOTIVE SECTOR (EXCL. AVTOVAZ)

Risk identified Intangible and tangible assets of the operating segment “Automotive (excluding AVTOVAZ)” amount to 18 448 million euros. The Group carries out impairment tests at the operating segment level as well as at the level of the intangible and tangible assets specific to vehicles or mechanical organs under the approach described in note 2-M of the consolidated financial statements. For the latter, the test consists in comparing the net book value of the intangible and tangible assets specific to the vehicles or mechanicals organs with their recoverable value, defined as the higher amount between the value in use and the fair value net of exit costs. The value in use is calculated based on discounted future cash flows. We have considered that the valuation of the manufacturing specific assets related to vehicles or mechanical organs is a key audit matter because of their contribution to the financial statements and because of the estimates and judgments required from management to prepare these tests.

Our audit During our audit of the consolidated financial statements, our procedures mainly consisted in: response 1. Understanding the analysis performed by management in order to identify vehicles presenting indicators of impairment; 2. Reconciling to the consolidated financial statements the net book value of specific assets subject to the impairment test; 3. Assessing the consistency of the volumes and margins assumptions used in the tests with the latest projections of management; 4. Assessing the reasonableness of the main assumptions used through interviews with the economic controllers in charge of the vehicles being tested and by comparing the assumptions with the data used in the previous impairment tests as well as, if applicable, with the historical performance of the vehicles or mechanical organs subject to the test; 5. Testing the arithmetical accuracy of the discounted cash flows projections prepared by management for vehicles subject to an impairment test; 6. Comparing the discount rate after tax used with external data available; 7. Performing sensitivity analysis on the main assumptions used.

CONSOLIDATION METHOD AND RECOVERABLE VALUE OF THE EQUITY INVESTMENT OF RENAULT IN NISSAN

Risk identified As at December 31, 2018, the Renault equity investment in Nissan amounts to 20 583 million euros, and Nissan contributes for 1 509 million euros to Renault’s net profit for the period. As indicated in note 12 to the consolidated financial statements, Renault has a significant influence over Nissan and accounts for its investment using the equity method. The Nissan accounts used to prepare Renault’s financial statements are Nissan’s consolidated accounts published in compliance with Japanese accounting standards, adjusted for the purpose of the Renault consolidation under IFRS. Renault carries out an impairment test in the event of any indication of impairment of its interest, if applicable. We have considered that the consolidation method and recoverable value of the equity investment in Nissan are a key audit matter given its magnitude to Renault’s consolidated financial statements, and given the following areas of attention: (1) the judgement of management to assess the Alliance governance structure as well as facts and circumstances underlying Renault’s significant influence over Nissan, (2) the adjustments to Nissan’s financial statements required to account for Renault’s share in the result and equity of this company and their accuracy, (3) the estimates used by management in determining the recoverable value of Renault’s investment in Nissan.

Our audit response Our audit response to the risks identified mainly consisted in: 1. Reading the minutes of the Board of Directors meetings and the related party agreements and commitments register, and obtaining confirmation from management that there were no changes in the governance of Nissan and/or no new contracts structuring the relations between Renault and Nissan which could modify the analysis of the significant influence exercised by Renault over Nissan; 2. Understanding the conclusions and the audit work performed by the independent auditor of Nissan in accordance with our instructions which detail the procedures to be performed and the conclusion format required for our audit purposes; 3. Understanding the audit work performed by the independent auditor of Nissan over the homogenization adjustments required to Nissan’s financial statements to match Renault accounting policies; 4. Assessing whether there are any identified impairment indicators, the main indicators being significant adverse changes on markets where Nissan operates or a significant and long lasting drop in Nissan stock market value; 5. Assessing the relevance of the main assumptions used by Renault in the impairment test performed to confirm the recoverable value of its investment in Nissan, by reference to Nissan mid-term plan, historical performance achieved by Nissan as well as the overall perspectives of the Automotive sector; 6. Assessing the appropriateness of the information provided in the notes to the consolidated financial statements.

RECOVERABILITY OF THE DEFERRED TAX ASSETS OF THE FRENCH TAX GROUP

Risk identified As indicated in Note 8-B to the consolidated financial statements, a net deferred tax asset of 178 million euros is recognized in the Renault consolidated balance sheet with respect to the French integrated tax group. The value of this deferred tax asset depends on the ability of the legal entities of the French tax group to achieve the financial performance expected by management. The recoverability of this asset is a key audit matter given the level of judgment required from management, with regards specifically to the ability of the underlying legal entities to use their tax losses carried forward.

Our audit response Our audit response to the risks identified mainly consisted in: 1. Assessing the consistency of the expected financial results of the French tax group with the main assumptions underlying the group mid term plan approved by the Board of Directors; 2. Comparing budgeted and actual results in prior periods to assess the reliability of the budgeting processes.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 65 VI. STATUTORY AUDITORS’ REPORTS

CALCULATION OF EXPECTED LOSSES ON SALES FINANCING RECEIVABLES IN ACCORDANCE WITH THE NEW IFRS 9 ACCOUNTING STANDARD

Risk identified The sales financing activity is managed by RCI Banque with dedicated offers for individuals and companies as well as the financing of dealer networks. RCI Banque sets aside provisions to cover the risk of losses resulting from the inability of its clients to meet their financial commitments. Since 1 January 2018, RCI Banque has applied IFRS 9 «Financial Instruments», which defines in particular a new methodology for estimating provisions based on a prospective model, moving from a provisioning of proven credit losses to a provisioning model for expected losses. The effects of the first-time application of IFRS 9 are detailed in Note 2-A1 to the consolidated financial statements. Its impact on shareholders’ equity (Group share) at 1 January 2018 amounts to -94 million euros (including -128 million euros from RCI Banque), of which -116 million euros (including a -121 millions euros contribution of RCI Banque) for the depreciation of credits (excluding deferred tax). We consider that the first application of this standard at 1 January 2018 and its implementation for the financial year ended 31 December 2018 are a key point of the audit, due to the size of the amount of customer and network loans on the assets side of the Group’s balance sheet, the use of numerous parameters and assumptions in the calculation models and the use of judgment by management in estimating expected credit losses.

Our audit response Our procedures mainly consisted in: 1. Assessing the methodological principles followed for the construction of the models, in order to check their compliance, in their significant aspects, with the principles of IFRS 9; 2. Assessing the governance established in terms of validation of the key parameters and assumptions applied in these models or included in the ex post review of actual losses over the past financial year (back-testing); 3. Evaluating key controls over processes, IT applications, management accounting data spills and interfaces between applications involved in calculating expected credit losses; 4. On the retail customer credit perimeter: a. Testing, and assessing on the basis of a representative sample of customer credit agreements, the appropriateness of the «Probability of Default» and «Loss in the event of Default» parameters with the corresponding agreements; b. On the basis of this same sample, recalculating the «Expected Credit Losses» (ECL) on the accounting situation at the beginning and end of the financial year; 5. On the dealer network credit perimeter: a. Testing data processing, corroborating and assessing the appropriateness of the «Probability of Default» and «Loss in the event of Default» parameters with the corresponding contracts; b. Recalculating the «Expected Losses» on the French perimeter on the opening accounting position for the year and on the exhaustiveness of dealer network credit data at 31 December 2018; c. Assessing the methodology applied to determine the prospective component of ECL (forward looking) estimation, in particular on the assumptions used in the establishment of the scenarios macro-economic factors, the weighting of these scenarios and their impact on risk parameters; d. Carrying out analytical procedures on the evolution of outstanding retail customer and dealer network loans and credit risk impairment; e. Assessing the appropriateness of the information presented in Note 2-A1 to the consolidated financial statements.

Specific verifications As required by French laws and regulations, we have also verified in accordance with professional standards applicable in France the information pertaining to the Group presented in the management report of the Board of Directors.

We have no matters to report as to its fair presentation and its consistency with the consolidated financial statements.

We attest that the consolidated declaration of extra-financial performance, required under

Article L. 225-102-1 of the French Commercial Code (Code de commerce), is included in the information relating to the group provided in the management report, being specified that, in accordance with the provisions of Article L. 823-10 of this Code, we have not verified the fair presentation and the consistency with the consolidated financial statements of the information provided in this declaration.

Report on Other Legal and Regulatory Requirements Appointment of the Statutory Auditors

We were appointed as Statutory Auditors of Renault by the Annual General Meeting held on April 30, 2014 for KPMG SA and by Order from the Ministry of the Economy of March 27, 1979 for Ernst & Young Audit.

As at December 31, 2018, KPMG SA was in the fifth year of total uninterrupted engagement and Ernst & Young Audit was in the fortieth year of total uninterrupted engagement, of which twenty-five years since securities of the Company were admitted to trading on a regulated market.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with International Financial Reporting Standards as adopted by the European Union and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless it is expected to liquidate the Company or to cease operations.

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The Audit, Risks and Ethics Committee is responsible for monitoring the financial reporting process and the effectiveness of internal control and risks management systems and where applicable, its internal audit, regarding the accounting and financial reporting procedures.

The consolidated financial statements were approved by the Board of Directors.

Statutory Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements Objectives and audit approach

Our role is to issue a report on the consolidated financial statements. Our objective is to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As specified in Article L.823-10-1 of the French Commercial Code (Code de commerce), our statutory audit does not include assurance on the viability of the Company or the quality of management of the affairs of the Company.

As part of an audit conducted in accordance with professional standards applicable in France, the statutory auditor exercises professional judgment throughout the audit and furthermore:

1. Identifies and assesses the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, designs and performs audit procedures responsive to those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a basis for his opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control; 2. Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control; 3. Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management in the consolidated financial statements; 4. Assesses the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. If the statutory auditor concludes that a material uncertainty exists, there is a requirement to draw attention in the audit report to the related disclosures in the consolidated financial statements or, if such disclosures are not provided or inadequate, to modify the opinion expressed therein; 5. Evaluates the overall presentation of the consolidated financial statements and assesses whether these statements represent the underlying transactions and events in a manner that achieves fair presentation; 6. Obtains sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. The statutory auditor is responsible for the direction, supervision and performance of the audit of the consolidated financial statements and for the opinion expressed on these consolidated financial statements;

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 67 VI. STATUTORY AUDITORS’ REPORTS

Report to the Audit, Risks and Ethics Committee

We submit a report to the Audit, Risks and Ethics Committee which includes in particular a description of the scope of the audit and the audit program implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and financial reporting procedures that we have identified.

Our report to the Audit, Risks and Ethics Committee includes the risks of material misstatement that, in our professional judgment, were of most significance in the audit of the consolidated financial statements of the current period and which are therefore the key audit matters that we are required to describe in this audit report.

We also provide the Audit, Risks and Ethics Committee with the declaration provided for in Article 6 of Regulation (EU) N° 537/2014, confirming our independence within the meaning of the rules applicable in France such as they are set in particular by Articles L.822-10 to L.822-14 of the French Commercial Code (Code de commerce) and in the French Code of Ethics (Code de déontologie) for Statutory Auditors. Where appropriate, we discuss with the Audit, Risks and Ethics Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards.

Paris La Défense, April 4, 2019

The Statutory Auditors French original signed by

KPMG Audit ERNST & YOUNG Audit A department of KPMG S.A. Jean-Paul Vellutini Laurent des Places Aymeric de La Morandière Philippe Berteaux

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Statutory Auditors’ report on the information used to determine the compensation for participating shares

should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

Year ended December 31, 2018

To the Holders of Participating Shares,

In our capacity as Statutory Auditors of Renault, and pursuant to the engagement set forth in Article L. 228-37 of the French Commercial Code (Code de commerce), we hereby report to you on the elements used to calculate the interest paid on participating shares for the year ended December 31, 2018.

On April 4, 2019, we issued our reports on the annual and consolidated financial statements for the year ended December 31, 2018.

The elements used to calculate the interest paid on participating shares were prepared by Renault’s senior management. Our role is to assess their compliance with the issuance contract and their consistency with the consolidated financial statements.

According to the issuance contract, the interest paid on participating shares is comprised of a fixed and a variable portion:

P the fixed portion is calculated by applying 6.75% to the security’s nominal value; P the variable portion is at least equal to 2.25% of the security’s nominal value, and is determined based on consolidated revenue changes calculated by applying the same group structure and methods, as follows:

Consolidated revenue for the year ended preceding maturity Variable portion of prior coupon x Consolidated revenue for the one-year preceding maturity using a constant group structure and consolidation method

The ratio between the revenues is rounded to the nearest thousandth.

The calculation elements provided to us are as follows:

P fixed portion of the coupon payable on October 24, 2019 (€): 10.29 P variable portion of the previous coupon (€): 15.23 P consolidated revenue for the year ended December 31, 2018 (€ million): 57,419 P consolidated revenue for the year ended December 31, 2017 using a constant group structure and consolidation methods (€ million): 58,770 P variable portion of the coupon payable on October 24, 2019 (€): 14.88 The gross interest per participating share security amounts to € 25.17 for the year ended December 31, 2018.

We have performed the procedures that we considered necessary in accordance with the professional guidance issued by the French Institute of Statutory Auditors (Compagnie Nationale des Commissaires aux comptes)) relating to this type of engagement. Our work consisted in verifying the compliance and the consistency of the elements used to calculate the interest paid on participating shares with the issuance contract and the audited consolidated financial statements.

We have no matters to report on the compliance and the consistency of the elements used to calculate the interest paid on participating shares.

Paris-La Défense, April 4, 2019

The Statutory Auditors

French original signed by

KPMG Audit ERNST & YOUNG Audit

Département de KPMG SA Jean-Paul Vellutini Laurent des Places Aymeric de La Morandière Philippe Berteaux

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 69 VI. STATUTORY AUDITORS’ REPORTS

Statutory Auditors’ report on related party agreements and commitments

This is a translation into English of a report issued in French and it is provided solely for the convenience of English-speaking users. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.

Annual General Meeting held to approve the financial statements for the year ended December 31, 2018

To the Annual General Meeting of Renault,

In our capacity as Statutory Auditors of your Company, we hereby present to you our report on related party agreements and commitments.

We are required to inform you, on the basis of the information provided to us, of the terms and conditions of those agreements and commitments indicated to us, or that we may have identified in the performance of our engagement, as well as the reasons justifying why they benefit the Company. We are not required to give our opinion, as to whether they are beneficial or appropriate or to ascertain the existence of other agreements and commitments. It is your responsibility, in accordance with Article R. 225-31 of the French Commercial Code (Code de commerce), to assess the relevance of these agreements and commitments prior to their approval.

We are also required, where applicable, to inform you in accordance with in Article R. 225-31 of the French Commercial Code (Code de commerce) of the continuation of the implementation, during the year ended December 31, 2018, of the agreements and commitments previously approved by the Annual General Meeting.

We performed those procedures which we deemed necessary in compliance with professional guidance issued by the French Institute of Statutory Auditors (Compagnie nationale des commissaires aux comptes) relating to this type of engagement. These procedures consisted in verifying the consistency of the information provided to us with the relevant source documents.

Agreements and commitments submitted for approval to the Annual General Meeting

Agreements and commitments authorized and entered into during the year ended December 31, 2018

In accordance with Article L. 225-40 of the French Commercial Code (Code de Commerce), we have been notified of the following related party agreements and commitments which received prior authorization from your Board of Directors.

Second amendment to the “Master Cooperation Agreement” with Nissan Motor Co. Ltd, Daimler AG, Renault- Nissan b.v. and Mitsubishi Motors Corporation

Your Board of Directors authorized on June 15, 2018 the conclusion of the second amendment of the “Master Cooperation Agreement”. Pursuant to this authorization, the second amendment was signed by your Company on October 3, 2018.

Persons concerned

Mr Carlos Ghosn, Chairman and Chief Executive Officer of your Company until his resignation on January 23, 2019, member of Nissan Motor Co. Ltd board., Mitsubishi Motors Corporation and of Renault-Nissan b.v.; Ms. Yu Serizawa, member of your Company’s Board and appointed upon Nissan’s proposal; Mr Yasuhiro Yamauchi, member of your Company’s Board appointed upon Nissan’s proposal and Chief Competitive Officer of Nissan Motor Co. Ltd.

Nature and purpose

On April 6, 2010, Renault and Nissan, Daimler AG and Renault-Nissan b.v. entered into the “Master Cooperation Agreement” defining the terms and conditions of their cooperation.

On December 13, 2013, the Board of Directors of Renault authorized the conclusion of the first amendment of this agreement, in order to extend the scope of this cooperation. The conclusion of this amendment on December 19, 2013 was approved by the Annual General Meeting of April 30, 2014.

In October 2016, Nissan Motor Co. Ltd acquired 34% of the share capital of Mitsubishi Motors Corporation (MMC).

The second amendment concerns the accession of Mitsubishi Motors Corporation to the “Master Cooperation Agreement” and, consequently, the participation of Mitsubishi Motors Corporation in the cooperation.

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Conditions

Mitsubishi Motors Corporation has expressed its interest in participating in the cooperation provided for in the “Master Cooperation Agreement”. As such, Mitsubishi Motors Corporation has agreed to comply with:

P all the rules of the “Master Cooperation Agreement”, and in particular the rules on representation and governance of the strategic cooperation within the framework of the “Cooperation Committee”, with the exception of the provisions on cross-shareholdings in which Mitsubishi Motors Corporation is not involved; and P the general rules governing the strategic cooperation projects. Reasons justifying why the Company benefits from this agreement

Your Board of Directors gave the following reasons: The Board of Directors considered that it was in Renault’s interest to enter into the second amendment insofar as MMC’s participation in the cooperation provided for by the “Master Cooperation Agreement” could contribute to the achievement of additional synergies and, therefore, to the success of Renault’s mid-term plan.

Agreements and commitments authorized and entered into after closing

We have been notified of the following related party agreements and commitments, authorized and entered into after closing which received prior authorization of your Board of Directors on April 3 2019.

With Mr Thierry Bolloré, Chief Executive Officer

1) Non-compete agreement entered into with the Company and Mr Thierry Bolloré, Chief Executive Officer

Nature and purpose

During its meeting of April 3, 2019, the Board of Directors authorized the conclusion of a non-compete agreement with Mr Thierry Bolloré.

Conditions

Under this agreement, Mr Thierry Bolloré commits, as of the end of his term of office as Chief Executive Officer, not to engage, directly or indirectly, in an activity that competes with those of the Group Renault, either on his own behalf, or on the behalf of companies in the automotive design, construction and marketing sectors (mainly passenger cars and commercial vehicles), or on the behalf of automotive suppliers.

The application of this clause is limited to:

P a period of twenty-four (24) months following the date on which Mr Thierry Bolloré effectively ceased to exercise his term of office (mandate social); P the territories in which the Group Renault operates at the time of the termination of the term of office, excluding countries located in Africa and Oceania, and, in the case of equipment manufacturers in North America (United States, Canada). In consideration for his non-compete obligation, Mr Thierry Bolloré will receive from the Company, during the period of application of the agreement (twenty-four months) and subject to there being no breach of this agreement, a gross financial compensation corresponding to two years of gross annual compensation (fixed compensation and annual variable compensation paid in cash), payable in twenty-four monthly instalments. The gross annual compensation retained for this calculation will be the one paid during the twelve months preceding the date of termination of the corporate office.

In accordance with the recommendation of the AFEP-MEDEF Code, at the termination date of Mr Thierry Bolloré’s office, the Board of Directors of the Company will decide whether to apply this non-compete agreement, and may unilaterally waive it.

Reasons justifying why the Company benefits from this agreement

Your Board of Directors gave the following reasons: The Board of Directors considered that it was in Renault’s interest to enter into this non- compete agreement which will allow to protect Groupe Renault’s legitimate interests, given the particularly competitive nature of the automotive market, the importance of the functions and to the recognized skills of Mr Thierry Bolloré in this market, the resources made available to him, and the sensitive information he holds and to which he can have access.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 71 VI. STATUTORY AUDITORS’ REPORTS

2) Company’s commitment made in terms of Additional pension scheme for Mr Thierry Bolloré

Nature and purpose

The Board of Directors authorized a top-up pension scheme for Mr Thierry Bolloré.

Conditions

The top-up pension scheme of the Chief Executive Officer includes (a) a defined-contribution scheme and (b) a top-up defined-benefit pension scheme.

A) DEFINED-CONTRIBUTION SCHEME (ARTICLE L. 242-1 OF THE FRENCH SOCIAL SECURITY CODE) The Chief Executive Officer benefits from a defined-contribution scheme; these contributions correspond to 8% of his annual compensation (fixed and variable components) between eight and sixteen times the annual French Social Security cap (Band D); 5% is paid by the Company and 3% by the Chief Executive Officer.

The Company’s commitment is limited to the payment of his share of the contributions to the insurance firm managing the scheme.

B) TOP-UP DEFINED-BENEFIT PENSION SCHEME (ARTICLE L. 137-11 OF THE FRENCH SOCIAL SECURITY CODE) The Chief Executive Officer also benefits from a top-up defined-benefit pension scheme, arranged and financed by the Company, the management of which is outsourced to an insurance firm.

The eligibility for this scheme is subject to a seniority condition (at least five years in the Company and at least two years in the Group Executive Committee) and a presence condition as an officer of the Company. These conditions must be satisfied at the time he claims his pension rights.

The reference compensation used to calculate the top-up defined-benefit pension scheme is equal to the average of the three gross annual compensations (fixed and variable components) the highest during the last ten years of activity prior to retirement.

The annual amount paid in respect of this pension scheme is equal to 10% of the reference compensation, this percentage being increased by 1.4 percentage points per year of seniority beyond five years on the Group Executive Committee, and by 0.4 percentage points per year of seniority outside the Group Executive Committee, beyond five years of seniority in the Company.

The amount is capped at 30% of the reference compensation.

The reference activity compensation is capped at 65 times the annual French Social Security cap.

In any event, the annual total of these pension amounts for the Chief Executive Officer may not exceed 45% of his reference compensation. If this cap is exceeded, the amount of top-up pension will be reduced accordingly.

Pensions are paid by an insurance company to which the Company pays premiums based on the financing needs arising as beneficiaries retire.

During its meeting of April 3, 2019, the Board of Directors noted that as at December 31, 2018, Mr Thierry Bolloré had a seniority of 6 years, corresponding to 11.53% of rights.

Upon the recommendation of the Compensation Committee, the Board of Directors, during its meeting of April 3, 2019, decided to condition the acquisition by Mr Thierry Bolloré of new rights as from January 1, 2019 to the following performance condition: the amount of free cash flow for the 2019 financial year must be positive.

At the end of each year, the Board of Directors will assess the achievement of the performance criterion, during the previous year. Otherwise, the year will not be taken into account in the determination of the pension.

Reasons justifying why the Company benefits from this agreement

Your Board of Directors gave the following reasons: The Board of Directors considered that the implementation of this scheme to the benefit of Mr Thierry Bolloré allows the Company to retain and to promote the Chief Executive Officer’s loyalty.

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Agreements and commitments previously approved by the Annual General Meeting

Agreements and commitments approved in prior years

A) WHOSE IMPLEMENTATION CONTINUED DURING THE YEAR ENDED DECEMBER 31, 2018 Code de commerce), we have been notified that the implementation of the following agreements and commitments, which were approved by the Annual General Meeting in prior years, continued during the year ended December 31, 2018.

With the French State, shareholder of your Company

Persons concerned

Mr Thomas Courbe and Mr Martin Vial, Board members of your Company representing the French State.

1) Letter of mutual commitments in the context of the sale of Renault shares by the French State

Nature and purpose

In its meeting held on November 2, 2017, your Board of Directors authorized the signature of a letter of mutual commitments between your Company and the French State, following the announcement made by the French State to your Company of its intention to sell 14 million Renault shares purchased in April 2015.

The letter of mutual commitments between Renault and the French State provides for, on the one hand, the sale by the French State of 1,400,000 Renault shares and, on the other hand, the purchase of these shares by your Company and the implementation of an offering reserved for its Group’s employees and former employees.

Conditions

Your Board of Directors precised that your Company could acquire these shares only in the event where their price would be at most equal to the latest quotation of the Renault share at the day of the launch of placement and at € 120 (which is the maximum repurchase price set by the Annual General Meeting).

Pursuant to this authorization, the letter of mutual commitments was signed by your Company and the French State on November 2, 2017. The share sale transaction was launched and closed on November 2, 2017, for € 86.60 per share.

On June 15, 2018, your Board of Directors decided the offering terms and conditions reserved for the Group’s employees and former employees, who may have subscribed to it between September 18, 2018 and October 2, 2018. Discounts or payment facilitations that may be granted to employees were exclusively supported by your Company. Renault shares subscribed as part of the offering were delivered on November 7, 2018, thus closing the offering implemented pursuant to this agreement. Therefore, the mutual commitments between Renault and the French State were fully performed during the 2018 financial year.

2) Governance Agreement

Nature and purpose

On December 11, 2015, your Board of Directors authorized the conclusion of a “Governance Agreement” between Renault and the French State which aims at regulating the exercise of the voting rights attached to the Renault shares held by the French State.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 73 VI. STATUTORY AUDITORS’ REPORTS

Conditions

Pursuant to the authorization granted by your Board of Directors, February 4, 2016, your Company signed with the French State a Governance Agreement under which the voting rights attached to the French State’s shares exceeding a certain percentage of Renault’s total exercisable rights (set at 17.9% in the event of a “usual” quorum, or at 20% in the event of a particularly high quorum) are, in certain cases, exercised in a neutral manner, so that they do not affect the adoption or rejection of the resolutions concerned by the limitation. The written agreement also describes the conditions for implementing these restrictions with the registrar of your Company’s Annual General Meeting.

The restrictions to the free exercise of the voting rights of the French State notably apply to all decisions which fall within the authority of the Ordinary Annual General Meeting, except for decisions concerning (i) dividend distributions, (ii) the appointment, renewal or removal from office of Board members representing the French State, (iii) the disposal of significant company assets, (iv) related-party agreements that are not approved by the representatives of the French State and (v) repurchase of shares from identified shareholders.

However, the French State retains all of its voting rights for decisions which fall within the authority of the Extraordinary Annual General Meeting, except for the most day-to-day decision-making such as (i) the granting or renewal of ongoing delegations to the management bodies of your Company when they comply with your Company’s existing practices conditions, (ii) the granting of stock options, performance shares or shares that give access to the share capital to the benefit of employees and executive corporate officer of the Renault Group, (iii) an amendment to the age limit for the exercise of duties or to the term of office of Board members and executive corporate officer and (iv) a transfer of registered office (except abroad).

The restrictions to the free exercise of the voting rights would cease to apply in exceptional situations such as the amendment or termination of the “Restated Alliance Master Agreement”, the exercise by Nissan Motor Co. Ltd of voting rights in your Company, the announcement of a public offering of your company shares, or a shareholder exceeding the threshold of 15% in your Company’s capital or voting rights, including Nissan Motor Co. Ltd.

The governance agreement was entered into on February 4, 2016, renewable by tacit agreement for successive periods of ten years unless it is terminated at least two years before the term expiry.

With Nissan Motor Co. Ltd company

Persons concerned

Mr Carlos Ghosn, Chairman and CEO of your Company until his resignation on January 24, 2019, member of Nissan Motor Co. Ltd. board and of Renault-Nissan B.V.; Ms. Yu Serizawa, member of your Company’s Board and appointed upon proposal of Nissan; Mr Yasuhiro Yamauchi, member of your Company’s Board appointed upon proposal of Nissan and Chief Competitive Officer of Nissan Motor Co. Ltd.

1) Master Cooperation Agreement

On April 6, 2010, your Company, Nissan Motor Co. Ltd., Daimler AG and Renault-Nissan b.v. entered into the “Master Cooperation Agreement” which specifies the terms and conditions of the cooperation between these companies.

In its meeting of December 13, 2013, your Board of Directors authorized the signature, on December 19, 2013, of the first amendment to the “Master Cooperation Agreement”, in order to extend the scope of this cooperation. This amendment has been approved by the Annual General Meeting of April 30, 2014.

The “Master Cooperation Agreement” continues to produce its effects between the parties. The second amendment was authorized during the previous year which aim is the accession of Mitsubishi Motors Corporation in the “Master Cooperation Agreement”.

2) Restated Alliance Master Agreement

On March 28, 2002, your Company and Nissan Motor Co. Ltd (“Nissan”) entered into the “Restated Alliance Master Agreement”, which governs the share capital relationship between your Company and Nissan, and regulates the Alliance’s current governance. This agreement specifies the operational terms and conditions of Renault-Nissan b.v. (“RNBV”) as the corporate entity involved in defining the Alliance’s strategy.

The first amendment to the “Restated Alliance Master Agreement” was signed on April 29, 2005 and submitted for the approval of the Annual General Meeting of May 4, 2006.

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In its meeting of October 3, 2012, your Board of Directors authorized the signature, on November 7, 2012, of the second amendment to the “Restated Alliance Master Agreement”, which modifies the composition of the RNBV Executive Board and consequently the voting conditions within the Executive Board.

In its meeting of December 11, 2015, your Board of Directors authorized the signature of a governance agreement between your Company and Nissan concerning the governance of Nissan, which constitutes the third amendment to the “Restated Alliance Master Agreement”. The conditions of this amendment concern your Company’s undertaking (i) to vote in favor of the resolutions proposed by the Board of Directors of Nissan to the Annual General Meeting of Nissan for the appointment, dismissal and compensation of the members of the Board of Directors of Nissan (other than the members appointed upon the proposal of your Company, (ii) not to submit a resolution to the Annual General Meeting of Nissan that would not have been approved by the Board of Directors of Nissan, and (iii) not to vote in favor of a resolution that has not been authorized by the Board of Directors of Nissan. For these resolutions, your Company remains free to vote as it sees fit, however, in the event that your Company does not comply with its commitment, Nissan may acquire Renault shares without the prior approval of the Board of Directors of Nissan, notwithstanding the provisions of the “Restated Alliance Agreement” which prevent the parties from increasing, without prior agreement, their respective holdings. The amendment modifies the “Restated Alliance Master Agreement” without altering its term, which remains indefinite. It has been applicable since it was entered into. This agreement has been approved by the Annual General Meeting of April 29, 2016.

With Mr Carlos Ghosn, Chairman and CEO of your Company until his resignation on January, 23, 2019

1) Additional pension scheme

The top-up pension scheme of Mr Carlos Ghosn includes a defined-contribution scheme and a top-up defined-benefit pension scheme. (i) Defined-contribution scheme (Article L. 242-1 of the French Social Security Code) This agreement, initially authorized by your Board of Directors during its meetings held on October 28, 2004 and October 31, 2006 was confirmed during its meetings held on February 12, 2014 and February 15, 2018 in the same conditions as previously. This pension benefit scheme complies with the recommendations of the AFEP-MEDEF Code, and was approved by the Annual General Meetings of April 30, 2014 and of June 15, 2018.

Mr Carlos Ghosn benefits from a defined-contribution scheme; these contributions correspond to 8% of the part of his annual compensation (fixed and variable components) comprised between eight and sixteen times the annual French Social Security cap (Band D); 5% is paid by the Company and 3% by Mr Carlos Ghosn.

The Company’s commitment is limited to the payment of its share of the contributions to the insurance firm managing the scheme.

B) WHICH WERE NOT IMPLEMENTED DURING THE YEAR ENDED DECEMBER 31, 2018 In addition, we have been notified that the following agreements and commitments which were already approved by the Annual General Meeting in prior years, were not implemented during the year ended December 31, 2018. (ii) Top-up defined-benefit pension scheme (Article L. 137-11 of the French Social Security Code) This agreement, initially authorized by your Board of Directors during its meetings held on October 28, 2004 and October 31, 2006 was confirmed during its meetings held on February 12, 2014 and February 15, 2018 in the same conditions as previously. This pension benefit scheme complies with the recommendations of the AFEP-MEDEF Code, and was approved by the Annual General Meetings of April 30, 2014 and of June 15, 2018.

Mr Carlos Ghosn benefits from a top-up defined-benefit pension scheme, arranged and financed by your Company, the management of which is outsourced to an insurance firm.

Benefiting from this scheme is subject to a seniority condition (five years minimum in the Company and at least two years in the Group Executive Committee) and, pursuant to the AFEP/MEDEF Code, a presence condition as Chief Executive Officer, applied as of retirement.

The reference compensation used to calculate the top-up defined-benefit pension scheme is equal to the average of the three gross annual compensations (fixed and variable components) the highest during the last ten years of activity prior to retirement.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 75 VI. STATUTORY AUDITORS’ REPORTS

The annual amount paid in respect of this pension scheme is equal to 10% of the reference compensation, this percentage rising by 1.4 percentage points per year of seniority in excess of five years on the Group Executive Committee, and by 0.4 percentage points per year of seniority other than on the Group Executive Committee, in the case of more than five years’ seniority in the Company.

This amount is capped at 30% of the reference compensation. The reference compensation is capped at 65 times the annual French Social Security cap.

In any event, the total of these annual pension amounts for Mr Carlos Ghosn may not exceed 45% of his reference compensation. If this cap is exceeded, the amount of top-up pension will be reduced accordingly.

The commitment made in favor of Mr Carlos Ghosn as regards top-up pensions does not fall within the scope of the “Macron Act” on growth, business, and equal economic opportunities with respect to the requirement to make the acquisition of new rights subject to performance conditions. Indeed, Mr Carlos Ghosn joined Renault and the Group Executive Committee on October 14, 1996 and had a total of over 21 years’ seniority as at December 31, 2017, corresponding to a theoretical substitution rate of 32.4% of his reference compensation. The substitution rate being capped at 30%, Mr Carlos Ghosn may no longer acquire any new rights under this scheme.

The Board of Directors of April 3, 2019 noted that the circumstances of Mr Carlos Ghosn’s resignation do not fall within either of the two cases in which the plan may be open and that he is not entitled to any pension in this respect.

2) Non-compete agreement

In its meeting held on February 11, 2015, your Board of Directors authorized the signature of a non-compete agreement between your Company and Mr Carlos Ghosn whereby he undertakes, upon termination or non-renewal of his term of corporate office as CEO, not to engage, directly or indirectly, in an activity competing to the ones of Renault Group, whether for his own benefit or for the benefit of another company. An activity that competes with the Group’s activity refers to any activity of automotive design, construction or marketing (mainly for private vehicles and commercial vehicles) carried out in the same geographical areas and sectors as that of the Group at the time of the termination of his term of office. The non-compete agreement was approved by the General Meeting of April 30, 2015.

The Board of Directors considered notably (i) the particular competitive nature of the market on which the Group operates, (ii) the significant functions and recognized competencies of Mr Carlos Ghosn in this market, (iii) the resources at his disposal, (iv) the sensitive information to which Mr Carlos Ghosn has or could have access to, and (v) the relationships developed by Mr Carlos Ghosn in the course of his term of office, and concluded on the necessity to protect the legitimate interests of the Group by introducing this non-compete provision.

In return for his non-compete obligation, Mr Carlos Ghosn will receive from your Company, during the period of application of the agreement (two years) and under the condition that there are no breaches thereof, a gross financial compensation equal to two years of gross total salary (fixed and variable) payable in twenty-four monthly instalments.

Following the resignation of Mr Carlos Ghosn from the offices of Chairman of the Board of Directors and Chief Executive Officer on January 23, 2019, the Board of Directors unanimously decided, at its meeting of February 13, 2019, to waive Mr Ghosn’s non-compete commitment and, consequently, not to pay the corresponding compensation equal to two years fixed and variable compensation.

Your Company notified by mail on February 19, 2019, Board of Directors’ decision board to Mr Carlos Ghosn to terminate this agreement.

Paris-La Défense, April 11, 2019

The Statutory Auditors French original signed by

Les Commissaires aux comptes

KPMG Audit ERNST & YOUNG Audit A department of KPMG S.A. Jean-Paul Vellutini Laurent des Places Aymeric de La Morandière Philippe Berteaux

76 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Statutory Auditors’ report on the reduction in capital

This is a translation into English of a report issued in French and it is provided solely for the convenience of English-speaking users. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

Combined Shareholders Meeting of June 12, 2019 – Seventeenth resolution

To the shareholders,

In our capacity as Statutory Auditors of your Company and in accordance with the procedures provided for in Article L. 225-209 of the French Commercial Code (Code de commerce)) on the decrease in share capital by the cancellation of shares purchased, we hereby report to you on our assessment of the reasons for and the terms and conditions of the proposed decrease in share capital.

Shareholders are requested to confer all necessary powers on the Board of Directors, for an eighteen months period as of the date of the present meeting, to cancel, on one or more occasions, up to a maximum of 10% of its share capital by successive periods of twenty-four months, the shares purchased by the Company pursuant to the authorization to purchase its own shares under the provisions of the above-mentioned Article.

We performed those procedures which we considered necessary in accordance with the professional guidelines of the French national auditing body (Compagnie Nationale des Commissaires aux Comptes)) applicable to this engagement. These procedures consisted in verifying that the terms and conditions of the proposed reduction in capital, which should not compromise equity among the shareholders, are fair.

We have no observation to report with regards to the terms and conditions of the proposed reduction in capital.

Paris-La Défense, April 11, 2019

The Statutory Auditors

French original signed by KPMG Audit ERNST & YOUNG Audit A department of KPMG SA Jean-Paul Vellutini Laurent des Places Aymeric de La Morandière Philippe Berteaux

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 77 VI. STATUTORY AUDITORS’ REPORTS

Statutory Auditors’ report on the authorization to allocate free existing of new shares

This is a translation into English of a report issued in French and it is provided solely for the convenience of English-speaking users. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

Combined Shareholders Meeting of June 12, 2019 – Eighteenth resolution

To the shareholders,

In our capacity as Statutory Auditors of your Company and in accordance with the procedures provided for in Article L. 225-197-1 of the French Commercial Code (Code de commerce), we hereby report to you on the proposed delegation, to the Board of Directors, with possible sub-delegation, of authorizing free allocations of existing shares or shares to be issued, to the benefit of salaried employees or corporate officers of your Company, and companies that are affiliated to your Company, an operation upon which you are called to vote.

The free shares to be granted by the Board of Directors will be subject to both a presence condition and a performance condition for the eligible corporate officers and employee members of your Company, and companies that are affiliated to your Company. The performance conditions will be fixed and assessed on a minimum period of three years by the Board of Directors. The total number of performance shares to be issued will be up to a maximum of 2% of the share capital of the Company, as of the date of the Board of Directors decision, subject to an annual sub-ceiling of 0,67% of the share capital of the Company. The ceiling of 2% of the share capital will include the performance shares awarded to corporate officers of the Company, which cannot exceed 15% of the total performance shares awarded. The total number of performance shares cannot exceed 10% of the share capital of the Company as of the date of the decision of the Board of Directors.

Your Board of Directors proposes that, on the basis of its report, it be authorized for a thirty-eight month period, to allocated free of charge existing shares or shares to be issued.

It is the responsibility of the Board of Directors to prepare a report on the operation it wishes to proceed. Our responsibility is to make our comments, if any, on the information provided to you with regards to the proposed operation.

We have performed those procedures which we considered necessary to comply with the professional guidelines of the French National auditing body (Compagnie Nationale des Commissaires aux Comptes)) applicable to this engagement. Such procedures consisted in verifying that the terms considered and given in the Board of Directors’ report are in accordance with the law.

We have not matters to report in connection with the information given in the Board of Directors’ report relating to the proposal to authorize free allocation of shares.

Paris-La Défense, April 11, 2019

The Statutory Auditors

French original signed by KPMG Audit ERNST & YOUNG Audit A department of KPMG SA Jean-Paul Vellutini Laurent des Places Aymeric de La Morandière Philippe Berteaux

78 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

VII. HOW TO PARTICIPATE IN THE ANNUAL GENERAL MEETING

Prior formalities Conditions to take part in the Annual General On the date of the Annual General Meeting, all shareholders will be Meeting asked to prove their shareholding and their identity at registration. As a Renault shareholder, you are entitled to participate in the Pursuant to Article R. 225-85 of the French Commercial Code, to Company’s Annual General Meeting, regardless of how many attend Renault’s Annual General Meeting, shareholders must shares you own or how they are held (registered shares, bearer have registered their shares in their name or in the name of their shares or mutual fund units). registered intermediary by midnight (Paris time), two business days prior to the Annual General Meeting , either in the registered You can choose to exercise your rights as a shareholder in any of securities account held by the Company or its agent, BNP Paribas the four following ways: Securities Services, or in the bearer securities account held by an P authorized bank or financial intermediary. attend the meeting in person; P vote online or by post; If you hold registered shares or units in FCPE Actions Renault, P Renault Shares, Renault France or Renault International mutual appoint the meeting Chairman as your proxy; P funds (“FCPEs”), your shares must be registered in your name two appoint any individual or legal entity of your choice as your proxy. business days prior to the meeting date, i.e. at midnight (Paris time) Shareholders who have already submitted their vote by post or on Monday June 10, 2019. Internet, sent a proxy form or requested their admission card or a shareholding certificate may not change their chosen method of If you hold bearer shares, you must obtain a shareholding participation in this Annual General Meeting. certificate from the financial intermediary managing your account (bank, stockbroker, online broker, etc.) as soon as possible to confirm your shareholding two business days prior to the meeting date, i.e. at midnight (Paris time) on Monday June 10, 2019.

How to be informed

The previous pages provide you with information on the Group’s business and its results, as well as on the resolutions submitted to the Annual General Meeting for approval. In accordance with the conditions specified in Articles L. 225-105 and R. 225-71 et seq. of the French Commercial Code, items proposed for inclusion on the agenda or draft resolutions proposed by shareholders will be published on the Renault web-site, www.groupe.renault.com under Finance/Annual General Meeting. All documents that must be made available to the shareholders for this General Meeting can be obtained as of this Notice of meeting at the Company’s head office at 13/15, quai Alphonse Le Gallo, 92100 Boulogne-Billancourt, in accordance with Article R. 225-89 of the French Commercial Code. In addition, the documents that are to be presented at the meeting will be published on the Renault web-site at www.groupe.renault.com, under Finance/Annual General Meeting, at least 21 days prior to the date of the meeting (i.e. no later than May 22, 2019), in accordance with applicable laws and regulations. We recommend that you regularly consult the Finance/Annual General Meeting section of the site www.groupe.renault.com.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 79 VII. HOW TO PARTICIPATE IN THEANNUAL GENERAL MEETING

How to ask a written question

The General Meeting is the ideal opportunity to ask any questions you may have during the Q&A session before the resolutions are voted on. You may send your written questions on any item on the agenda, which must be received at least four business days prior to the Annual General Meeting (i.e. by Thursday June 6, 2019) by registered mail with return receipt requested, to Renault, 13/15, quai Le Gallo, 92100 Boulogne-Billancourt, to the attention of the Chairman of the Board of Directors. For your question(s) to be taken into account, and if necessary, for a response to be provided during the Annual General Meeting, they must be accompanied by a certificate of registration of your shares, either in the registered securities accounts held for the Company, or in the bearer share accounts held by the approved banking or financial intermediary (Article R. 225-84 of the French Commercial Code). In accordance with applicable legislation, the Company may group questions with the same content and provide a single answer. Please note that answers to written questions may be published directly on the Company’s web-site at: www.groupe.renault.com, under Finance/Annual General Meeting.

Disposal of shares

Shareholders who have already submitted their vote by post or Internet, sent a proxy form or requested their admission card or a shareholding certificate may dispose of all or part of their shares. However, if the sale takes place before Monday June 10, 2019 at midnight (Paris time), the Company shall invalidate or modify, as appropriate, the postal or online vote, the proxy, the admission card or the shareholding certificate.

Participate using Internet voting

Renault provides the option to vote online prior to the Annual General Meeting, via the VOTACCESS secure voting platform, which will be open from Wednesday May 15 through Tuesday, June 11, An assistance will be available 2019 at 3pm (Paris time). to answer any questions you may have on VOTACCESS offers you the same options as the paper voting form. You can:

P request an admission card to attend the General Meeting in person. In this case, you can download (toll free from landlines in France) (1). and print your admission card until the date of the General Meeting. You will be required to present this card at registration; P vote for the resolutions via the Internet; P appoint the meeting Chairman as your proxy; P appoint any other person of your choice as your proxy; P revoke a proxy and appoint a new proxy. You can also access the documentation for the General Meeting on VOTACCESS.

We recommend that shareholders do not delay voting until the day before the meeting to avoid any bottlenecks from occurring.

(1) From other countries, call +33 (0)1 40 14 89 25 (national calling rates).

80 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

You are the holder of fully registered shares You are the holder of units in the FCPE mutual funds 1) Connect to the Planetshares web-site at https://planetshares. bnpparibas.com. 1) Connect to the Planetshares My Proxy web-site at: https:// 2) Enter your usual login details. gisproxy.bnpparibas.com/renault.pg. 3) Go to VOTACCESS by clicking “Take part in the vote”. 2) Click on Access 4 and enter your details:

You will then be redirected to VOTACCESS. Follow the on-screen P the login details are on the top right-hand corner of the instructions. attached paper voting form;

P an ID consisting of your Personeo employee account number, which is on your BNPP E&RE annual account statement, or You are the holder of administered registered your Natixis Interépargne account number which appears on shares your annual account statement. 3) Enter the e-mail address to which you want your password to 1) Connect to the Planetshares web-site at https://planetshares. be sent. bnpparibas.com. You will receive an e-mail, with your login and password to 2) Log in using the login details on the top right-hand corner of the connect via Access 1. paper voting form attached to this Notice of meeting. 4) Reconnect to: https://gisproxy.bnpparibas.com/renault.pg. If you do not have your password, you can request it by clicking 5) Enter your login and password and click Access 1. on: You will then be redirected to VOTACCESS. Follow on-screen “I forgot my password”, or “I haven’t received my password”. instructions. 3) Go to VOTACCESS by clicking “Participate in the General Meeting”. You will then be redirected to VOTACCESS. Follow on-screen You are the holder of bearer shares instructions. Only holders of bearer shares whose financial intermediary is a member of the VOTACCESS system may use this service. Please You are the holder of units in the FCPE mutual funds contact your intermediary or your custody account-keeper to check and registered shares(1) whether they are connected to the VOTACCESS system, and, where necessary, whether this access is subject to specific conditions.

If you are both the holder of units in the FCPE mutual funds If the financial institution is a member of VOTACCESS, you can (employees and former employees of Renault) and of registered access the service by following the instructions below: shares, remember to vote twice by following the steps below: 1) Connect to your financial intermediary’s “Stock market” portal; 1) Connect to the Planetshares web-site at https://planetshares. 2) Enter your usual login details; and bnpparibas.com. 3) Click the icon that appears on the line for your Renault shares. 2) Enter your usual login details. You will then be redirected to VOTACCESS. Follow on-screen You need to connect to Planetshares only once to cast your vote instructions. for both your fund units and your registered shares. 3) Go to VOTACCESS by clicking “Participate in the General Meeting”. You will be redirected to the online voting site where you can cast your vote as a registered shareholder. IMPORTANT 4) Once you have cast your first vote, return to the Planetshares home page and click the link “Take part in the vote for FCPE If you hold Renault shares in more than one form units”. (registered shares, bearer shares or mutual fund units (FCPE)), you will have to vote as many times as there are You will be redirected to VOTACCESS, where you can cast your forms if you wish to cast all the voting rights attached to second vote, this time as the holder of FCPE mutual fund units. your Renault shares.

(1) In this case, the voting form will indicate the number of registered shares as well as the number of units of the FCPE you hold.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 81 VII. HOW TO PARTICIPATE IN THEANNUAL GENERAL MEETING

Participating using the paper voting form(1)

AB I am attending the Annual I am voting BY POST or General Meeting IN PERSON I AM BEING REPRESENTED You must request an admission card in order to be at the meeting (2) admitted and vote at the General Meeting . If you are not attending the meeting in person, please To request your admission card: choose one of the three options on the form by checking P check box A on the form; the appropriate box: P sign and date at the bottom of the form (box C); P vote by post: tick the box “I vote by post” (B1) and follow P return the form as indicated below. instructions to cast your votes; P appoint the Chairman of the General Meeting as your proxy: tick the box “I hereby give proxy to the Chairman of the General Meeting” (B2); or P appoint any other person of your choice as your proxy: tick the box “I hereby give proxy to” (B3) and enter the name and address of the person attending the meeting on your behalf. Sign and date the form (box C) and return it as indicated below.

IMPORTANT RETURNING THE FORM P You are the holder of registered shares or of units in the FCPE mutual funds In order to be taken into account, Sign and date the form and return it using the enclosed prepaid envelope the form must be duly completed attached to the form. and signed, and must be received by P You are the holder of bearer shares BNP Paribas Securities Services no Sign and date the form and return it as soon as possible to the financial intermediary managing later than June 9, 2019. your account, who must send the form, together with a shareholding certificate (3) to the following address: BNP Paribas Securities Services, CTO Assemblées,Grands Moulins de Pantin, 9 rue du Débarcadère, 93761 Pantin Cedex.

(1) The paper form is included with the Notice of meeting for holders of registered shares. Holders of bearer shares must send all requests to their custody account-keeper, who will send the form, together with a shareholding certificate to BNP Paribas Securities Services. Shareholders may also obtain the form by sending their written request to BNP Paribas Securities Services – CTO Assemblées –Grands Moulins de Pantin – 9, rue du Débarcadère, 93761 Pantin Cedex – France. To be valid, the request must be received at least six days prior to the meeting date, i.e. no later than Thursday, June 6, 2019. (2) Holders of registered shares or of units in the mutual funds (FCPE) who have not received their admission card on the date of the Annual General Meeting may attend and vote at the meeting upon presentation of a valid proof of identity. Holders of bearer shares who have not received their admission card may attend and vote at the Annual General Meeting upon presentation of proof of identity, as well as a shareholding certificate issued by their financial intermediary confirming that they are a shareholder at least two business days before the Annual General Meeting, i.e. Monday June 10, 2019 at midnight (Paris time). (3) Paper forms for holders of bearer shares will only be considered if accompanied by a shareholding certificate.

82 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Completing the paper form A B1 B2 B3 Request admission OU OU Give proxy to the OU Give proxy to a person of your card to attend the Vote by post Chairman of the choice by providing the details step 1 meeting General Meeting of the person concerned

A

B1 B2 B3

SIGN and DATE here, regardless of your choice step 2

C

RETURN step 3 THE PAPER FORM BEFORE JUNE 9, 2019

P If you are the holder of registered or bearer shares or units in the FCPE mutual funds, return the form directly to BNP Paribas Securities Services using the prepaid envelop attached to the form. P If you are the holder of bearer shares, return the form to your financial intermediary who will send the form, together with a shareholding certificate(1), to the following adress: BNP Paribas Securities Services, CTO Assemblées, Grands Moulins de Pantin, 9 rue du Débarcadère, 93761 Pantin Cedex.

(1) Paper forms for holders of bearer shares will only be considered if accompanied by a shareholding certificate.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 83 Save time and be mindful of the environment REGISTER FOR E-NOTICE OF ANNUAL GENERAL MEETING As a holder of registered shares or of units in the FCPE mutual funds, you used to receive your Notice of Annual General Meeting by post every year.

Since 2014, you can opt to receive your Renault Notices of Annual General Meetings electronically. This means that you can receive the Notice of meeting by e-mail, allowing you to access all of the documentation for the Annual General Meeting.

BENEFITS OF E-NOTICES

There are a number of advantages to choosing to receive Notices of meeting electronically: W it is a simple, secure and cost-effective method of receiving your Notices; W e-notices save time. Printing out and sending Notices of meeting by post requires a lead time of approximately one week when an e-mail is sent instantly, giving you more time to review the documentation and exercise your rights as a shareholder; W these measures are part of our sustainable development efforts. Instead of receiving the Notice of meeting, voting form and prepaid envelope by post, receiving the materials electronically will substantially reduce the Annual General Meeting’s carbon footprint.

How to register for e-notices of meetings Sign up online By mail

You are the holder of fully registered or administered registered shares If you are the holder of registered shares: you can also register by mail to receive e-notices by 1) Connect to Planetshares at 3) Then go to “My profile” and click “My following the instructions below: https://planetshares.bnpparibas.com. e-services”” to sign up for e-notices. 2) Enter your details as follows: 1) fill in the request form on the last page. 4) Enter or confirm your e-mail address. For holders of fully registered shares: use The BNP Paribas Securities Services hotline Please write legibly and use block capitals your usual login and password. is available to provide assistance if needed, for your name and address to be sure that For holders of administered registered on 0 800 109 119 your request can be fulfilled. shares: use the login shown on the top (toll-free from landlines in France)(1). 2) return the reply request form the enclosed right-hand corner of the paper voting form If you change your mind, you can always prepaid envelope. attached to this Notice of meeting. If you do not have your password, you can request go to Planetshares and opt out to return Please note: if you want to participate in the it by clicking on: “I forgot my password”, or to receiving the Notice of meeting in copy. “I haven’t received my password”. meeting using the paper form, you must use the prepaid envelope and send your form by You are the holder of units in the FCPE mutual funds: the reply deadline which is Monday June 10, Simply complete your e-mail address on your share/unit manager’s website. 2019.

1) connect to their web-site. If you change your mind, and decide to revert to 2) enter the login details shown on your annual account statement. receiving your Notice of meeting by post, simply inform us by writing to the attention of BNP Paribas 3) enter your e-mail address under “My data”, “Personal details”, by clicking on “Change”” or “add Securities Services, CTO Assemblées, Grands my e-mail address”, and “save”. Moulins de Pantin, 9, rue du Débarcadère, 93761 Pantin Cedex – France, or by sending an e-mail to: paris.bp2s.service.actionnaires.nominatif@ If you are the holder of both units in the FCPE mutual funds and of registered shares, bnpparibas.com. the e-notice option will apply to all of your securities. This means that you will receive only one Notice of meeting by e-mail, allowing you to access all of the documentation for the Renault Annual General Meeting.

(1) From other countries, call +33 (0)1 40 14 89 25 (national calling rates).

84 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com HOW TO PARTICIPATE IN ANNUAL GENERAL RENAULT GOVERNANCE COMPENSATION OF STATUTORY AUDITORS’ DRAFT RESOLUTIONS THE ANNUAL GENERAL PRACTICAL INFORMATION MEETING AGENDA IN 2018 OF RENAULT CORPORATE OFFICERS REPORTS MEETING

Proxy for the Annual General Meeting

Pursuant to Article R. 225-79 of the French Commercial Code, shareholders are entitled to revoke a proxy previously appointed. The proxy granted for one General Meeting can be revoked in accordance with the same conditions that apply to appointing a proxy. 1/ By mail The principal must write a letter to the Service Assemblées Générales (General Meeting department) at BNP Paribas Securities Services providing the following information: the name of the Company concerned, the date of the General Meeting, the principal’s full name, address and registered account number (or bank details if the shareholder holds bearer shares), and the proxy’s contact details. For bearer shares, the shareholder is also required to ask the financial intermediary responsible for administering his or her securities account to send written confirmation to the Service Assemblées Générales at BNP Paribas Securities Services, CTO Assemblées Générales, Grands Moulins de Pantin, 9 rue du Débarcadère, 93761 Pantin Cedex – France. The appointment or revocation of proxies sent by post must be received at least three calendar days before the date of the Annual General Meeting, i.e. on Sunday, June 9, 2019. 2/ Online Proxies may also be appointed or revoked online, using one of the following methods: Holders of registered shares or of units in the FCPE mutual funds P Connect to VOTACCESS following the instructions given in the section “Participate using Internet voting” on pages 84 et seq.; P Follow the instructions on the screen to appoint or revoke a proxy. Holders of bearer shares It is the responsibility of the holder of bearer shares to find out if the custody account-keeper is connected to VOTACCESS. If the financial intermediary is connected to VOTACCESS: P use your usual login details to connect to your financial intermediary’s “Stock market” portal and access your securities account or shares savings account, in order to connect to the VOTACCESS site; P follow the instructions on the screen to appoint or revoke a proxy. If the financial intermediary is not connected to VOTACCESS: P the shareholder should send an e-mail to [email protected], which must contain the following information: the name of the Company, the date of the Annual General Meeting, the full name, address and banking details of the principal, as well as the full name and, if possible, the address of the proxy; P the shareholder is also required to ask his or her financial intermediary to send written confirmation to the Service Assemblées Générales at BNP Paribas Securities Services, CTO Assemblées Générales, Grands Moulins de Pantin, 9 rue du Débarcadère, 93761 Pantin Cedex – France. This e-mail address may only be used to appoint or revoke proxies. All other requests or notifications will not be considered/processed. To ensure that your proxy appointment or revocation sent by e-mail is taken into account, confirmations must be received by the day before the meeting, i.e. no later than 3pm (Paris time) on Tuesday, June 11, 2019.

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 85 VIII. PRACTICAL INFORMATION

Directions to the Palais des Congrès 2, place de la Porte Maillot – 75017 Paris Les cars Gare TGV Charles-de-Gaulle Terminal 2 / TGV station Charles-de-Gaulle Terminal 2 AÉROPORT PARIS - Access CHARLES-DE-GAULLE A: Airport shuttle to Porte PORTE DE Maillot A1 LA CHAPELLE 1 - Air France coaches. 12 La Défense Porte de La Chapelle - Beauvais airport shuttles. A1A 4

B: from PARIS – CHARLES LeL Palais des Congrèsg A3 DE GAULLE Airport Gare de Paris du Nord - Air France coaches direct to Porte Maillot, Portetee Maillot Saint-LazareSSainnt-Lazar-LLazzare B o every 30 minutes on average. u PORTE DE Opéra l e 6 v BAGNOLET a e Concorde - RER B Direction Saint-Rémy-lès- Charles-de-CChhhaarrlelees-s-s-dede-ee- r u d q GaulleGaauulllele ÉtÉtoÉtoiletooiilele Châtelet- i Chevreuse to Saint Michel-Notre Dame r les-Halles PORTE é

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www.groupe.renault.com/Finance/General Meeting You may also log on to our website at: A dedicated shareholders’ area will be made available around the time of the 2019 Annual General www.groupe.renault.com Meeting, providing all shareholders with the ability to access documentation for the Annual General section Finance/Annual General Meeting Meeting and to download Renault’s Registration document. Throughout the year, shareholders can visit www.groupe.renault.com/Finance for information on Renault’s shareholder communications and all other shareholder services (Renault Actuu magazine, Shareholders’ Club, etc.).

This document was printed in France by JOUVE, according to ISO 14001 and Imprim’Vert® standards, guaranteeing the management of hazardous waste in approved centers. Document printed on elemental chlorine-free, recyclable and FSC-approved paper, using pulp from forests managed according to sustainable environmental, economic and social practices.

Photo credits: cover: GUERRA, Fernando – Internal pages: MARTIN GAMBIER, Olivierr/ROUX, Olivier (freelance photographer)/BROSSARD, Yannick/ DETIENNE, Augustin/Renault Marketing 3D-Commerce.

86 GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 Further details at www.groupe.renault.com GROUPE RENAULT DOCUMENT REQUEST FORM

Please return this form to: I the undersigned (all fields are required) BNP Paribas Securities Services - C.T.O. Assemblées ❏ Mr ❏ Mrs (check the box) Grands Moulins de Pantin - 9 rue du Débarcadère - 93761 Pantin Cedex

Last name: First name(s): No: Street: Zip code: City: Country: My email address is (please complete using block capitals) @

Acknowledge having received the documents relating to the Combined General Meeting of June 12, 2019 and covered by Article R. 225-81 of the French Commercial Code, namely: the agenda, the text of draft resolutions and a summary presentation of the Company’s position for the previous financial year (including a table of the last five years’ results). Request that I be sent by Renault, before the Combined General Meeting*, the documents and information covered by Article R. 225-83 of the French Commercial Code** :

❏ Paper copies of documents ❏ Documents in electronic format

At: ...... , date: ...... 2019

Signature * Sh areholders owning registered shares may request the Company to send them the documents covered by Articles R. 225-81 and R. 225-83 at the time of each subsequent General Meeting. ** Information on Renault and this General Meeting are available in the 2018 Registration document which is available

on our website at www.groupe.renault.com.

✃ ✃

GROUPE RENAULT OPT FOR E-CONVOCATION @

Please return this form to: PLEASE NOTE, BNP Paribas Securities Services - C.T.O. Assemblées this document may only be used Les Grands Moulins de Pantin - 9 rue du Débarcadère - 93761 Pantin Cedex by registered shareholders (fully or administered). Please send the following documents to my email address below: ❏ Notices of Meeting and documentation for Renault General Meetings ❏ All Renault corporate communications

My contact details are (all fields are required) Please complete using BLOCK CAPITALS and return to the address given above.

❏ Mr ❏ Mrs (check the box)

Last name: First name(s): Date of birth: J J MM AAAA Place of birth (town/city): Country of birth:

My email address is (please complete using block capitals)

@

At: ...... , date: ...... 2019 Signature

GROUPE RENAULT I COMBINED GENERAL MEETING - JUNE 12 2019 ✃ ✃ 87 Find us on www.groupe.renault.com and on the following social networks:

@Groupe_Renault @GroupeRenault @GroupeRenault @GroupeRenault @GroupeRenault @RenaultLive @GroupeRenault

Renault 13-15, quai Le Gallo 92513 Boulogne-Billancourt Cedex France Tel.: +33 (0)1 76 84 04 04 Groupe Renault Financial Relations Department