CONVENING NOTICE TO THE ORDINARY AND EXTRAORDINARY ANNUAL SHAREHOLDERS’ MEETING ON JUNE 30, 2021 The shareholders of Europcar Mobility Group are convened to the Ordinary and Extraordinary Shareholders’ Meeting on June 30, 2021, in closed session, without the physical presence of its shareholders, at 3 p.m. at 13 ter boulevard Berthier, 75017 Paris CONTENTS MESSAGE FROM CAROLINE PAROT, CHIEF EXECUTIVE OFFICER 1 OF EUROPCAR MOBILITY GROUP 1 HOW TO PARTICIPATE IN THE ANNUAL 2 SHAREHOLDERS’ MEETING 2 3 E-CONVENING NOTICE 5 4 AGENDA 6 BRIEF PRESENTATION OF EUROPCAR MOBILITY GROUP 5 IN 2020 9 5.1 Key financial indicators 22 5.2 Non-financial indicators 25 6 SIGNIFICANT POST-CLOSING EVENTS 31 7 CORPORATE GOVERNANCE REPORT 32 7.1 Presentation of governance as at the date of this document 34 7.2 Presentation of governance in 2020 52 7.3 Compensation Policy and benefits of any kind for members of the Supervisory Board and the Board of Directors, for fiscal year 2021 79 7.4 Compensation policy and benefits of any kind for members of the Management Board, CEO and Deputy CEO (year 2021) 81 7.5 Compensation components and benefits of any kind for members of the Supervisory Board and Management Board for fiscal year 2020 86 7.6 Agreements concluded with corporate officers 103 7.7 Information on the Company and its capital 104 DRAFT RESOLUTION AND REPORT 8 OF THE BOARD OF DIRECTORS 122 9 REQUEST FOR ADDITIONAL DOCUMENTS 153 MESSAGE FROM CAROLINE PAROT, 1 CHIEF EXECUTIVE OFFICER OF EUROPCAR MOBILITY GROUP Dear shareholders, In parallel, our teams are actively preparing for the summer and the perspective of a progressive recovery of Leisure You are invited to the General Meeting of Europcar domestic and international travel. Over the first quarter Mobility Group, which will be held on 30 June 2021 at 3 pm, 2021, the Travel & Leisure environment continued to chaired by Alexandre de Juniac, Chairman of the Board of be globally challenging in Europe as lockdowns, travel Directors. restrictions and stringent sanitary constraints were still in As you know, our Group was heavily impacted by the place. While we remain cautious about Q2 and onwards, we COVID-related crisis in 2020, in terms of economic momentum see reasons to be reasonably optimistic regarding what is as well as from a financial viewpoint, with a drop in revenue ahead of us. We are confident that we will rebound strongly of 45%. This led us to carry out a major corporate financial as soon as sanitary and market conditions improve – in line restructuring from September 2020, which was completed with higher vaccination rates – as demonstrated by our in record time and successfully closed by the end of US business, and, more recently, with bookings gradually February 2021. picking up in Europe too. Since then, the Group has opened a new chapter in its Today, by supporting the resolutions submitted for your history, with renewed ambitions, backed with a significantly approval, you will enable the Group to fully leverage the reduced corporate debt, the injection of new money combined Travel & Leisure market recovery and and, more generally, with new fleet financing facilities, as well as a new capital to continue to innovate for all its customers, both individuals structure. and professionals, as part of its “Connect” plan. Our teams are currently focused on the roll out of “Connect”, With this in mind, I would like to thank you in advance for our strategic roadmap, at an accelerated pace, with taking the time to examine the resolutions proposed to you the objective of making our Group a leader in flexible, and hope to be able to meet with you again in person at our sustainable, connected and digital mobility solutions. This next General Assembly. roll out is well on track, with significant achievements and Yours faithfully. deliveries over the course of the first quarter, notably the implementation of new go-to-market approaches, by Service Line, and the successful launch of a very innovative, highly flexible subscription model for professionals. EUROPCAR MOBILITY GROUP JUNE 30, 2021 CONVENING NOTICE 1 How to participate in the Annual Shareholders’ Meeting 2 HOW TO PARTICIPATE IN THE 2 ANNUAL SHAREHOLDERS’ MEETING Disclaimer In light of the Covid-19 epidemic and in accordance with the legal and regulatory provisions in force, the Combined General Meeting of the company Europcar Mobility Group (the “Company”) will exceptionally be held in closed session, on Wednesday June 30, 2021 at 3 p.m. at the Company’s head office in Paris. Consequently, shareholders are invited to vote by mail, by Internet via the Votaccess site (subject to meeting the required conditions) or to give proxy to the Chairman of the General Meeting or to a third party, according to the terms specified below. Consequently, no admission card will be issued for this Shareholders’ Meeting. Shareholders are invited to consult the page dedicated to the 2021 shareholders’meeting on the Company’s website (https://investors.europcar-group.com/fr/financial-documentation/shareholders-meeting). It is reminded that the Shareholders’ Meeting will be broadcast live on the Company’s website and the video will also be available in accordance with the deadline provided for by the regulations. A) PRIOR FORMALITIES REQUIRED TO ATTEND • give the Chairman of the Shareholders’ Meeting a proxy THE SHAREHOLDERS’ MEETING and, in such a case, a favorable vote will be cast in his name for the adoption of the draft resolutions submitted The Shareholders’ Meeting is made up of all shareholders or approved by the Board of Directors. irrespective of the number of shares held. 1. Voting by mail or proxy Pursuant to Article R. 22-10-28 of the French Commercial Code, the right of a shareholder to attend the Shareholders’ If the shareholder cannot attend the Shareholders’ Meeting, Meeting shall be evidenced by registration in the securities he/she may still: account in their name or in the name of their intermediary • vote by mail; or as registered in accordance with Article L. 228-1 paragraph 7 of the French Commercial Code, on the second business • send the proxy to the Company without specifying the day preceding the Shareholders’ Meeting by midnight (Paris recipient, and, in such a case, a favorable vote will be cast time), or June 28, 2021 at 00:00 (Paris time): in their name for the adoption of the draft resolutions submitted or approved by the Board of Directors. • either in the registered share account kept for the Company by its representative, BNP Paribas Securities 1.1 Voting by mail or proxy by mail Services, for holders of registered shares; To vote by mail or proxy by mail, it is necessary to proceed • or in the bearer shares account kept by the authorized as follows: banking or financial intermediary, for holders of bearer • for registered shareholders: return the single postal shares. or proxy voting form, which will be sent to them along Pursuant to the Article R. 22-10-28 of the French Commercial with the notice, to the following address: BNP Paribas Code, the registration of shares in the bearer share account Securities Services, Service Assemblées Générales – kept by the authorized bank or financial intermediary shall CTO Assemblées Générales – Les Grands Moulins de be established by a shareholding certificate issued by the Pantin 9, rue du Débarcadère – 93761 Pantin Cedex; latter (or, where necessary, by email) under the conditions • for bearer shareholders: request their single postal or set out in Articles R. 225-85 and R. 225-61 of the French proxy voting form from the intermediary that manages Commercial Code, and appended to the: their shares from the date of notice of the Shareholders’ • postal voting form; Meeting. • proxy vote. Once completed by the shareholder, the form will be returned to the account-holding institution, which will append to Any shareholder who has already sent a proxy or voted by it a certificate of attendance and send it to BNP Paribas mail may no longer choose a different method of attendance. Securities Services, Service Assemblées Générales – CTO B) HOW TO ATTEND THE SHAREHOLDERS’ MEETING Assemblées Générales – Les Grands Moulins de Pantin, 9, rue du Débarcadère – 93761 Pantin Cedex. There are several ways for a shareholder to attend the Shareholders’ Meeting: The request for a single form must have been received no later than six days before the date of the Shareholders’ • vote by mail before the holding of the Shareholders’ Meeting, or no later than June 24, 2021. Meeting; 2 JUNE 30, 2021 CONVENING NOTICE EUROPCAR MOBILITY GROUP How to participate in the Annual Shareholders’ Meeting 2 To be considered, the postal voting forms or appointments • the shareholder must ask the financial intermediary or revocations of proxies made through paper votes must that manages their security account to send a written be received by the Service Assemblées Générales of BNP confirmation to BNP Paribas Securities Services’ Paribas Securities Services, no later than three calendar Shareholders’ Meeting service – CTO Assemblées days before the date of the Shareholders’ Meeting, or no Générales – Les Grands Moulins de Pantin, 9, rue du later than June 27, 2021. Débarcadère – 93761 Pantin Cedex. Under no circumstances should postal voting forms be Only notices of appointment or revocation of proxy returned directly to Europcar Mobility Group. authorizations may be sent to the above email address; any other request or notice related to another subject will not be 1.2 Voting by mail or proxy by email considered and/or processed. Shareholders may also send their voting instructions, appoint To ensure that appointments or revocations of proxy or revoke a proxy via the Internet before the Shareholders’ authorizations made by email are validly considered, 2 Meeting, on the VOTACCESS site, as described below: confirmations must be received no later than by the eve of • f or registered shareholders: holders of pure or administered the Shareholders’ Meeting, or by June 29, at 3 p.m.