TF1 : VOTING RESULTS

COMBINED ANNUAL GENERAL MEETING OF 14 APRIL 2023

TF1 held its Combined Annual General Meeting of shareholders on 14 April 2023 at 9.30am (CET), at the registered office, with Chairman and CEO Rodolphe Belmer in the chair.

Shareholders were able to vote by correspondence, by internet, and during the meeting,and submit any questions before and during the meeting.

A total of 1,881 shareholders participated in the meeting for Ordinary business, representing 177,832,717 shares and 177,832,717 voting rights and a total of 1,880 shareholders participated in the meeting for Extraordinary business, representing 177,832,483 shares and 177,832,483 voting rights, equivalent to 84,32 % of the total voting rights.

Results of the vote on the resolutions

Total number of shares with voting rights		210,897,781
Number of votes		210,897,781
Number of shareholders present, represented, or	Ordinary General Meeting	1,881
having voted by correspondence	Extraordinary General Meeting	1,880
Number of shares/votes by shareholders present,	Ordinary General Meeting	177,832,717
represented, or having voted by correspondence	Extraordinary General Meeting	177,832,483

The shareholders adopted all the resolutions proposed by the Board of Directors.

Resolutions within the competence of the Ordinary General Meeting

N°	Result	For		Against		Abstained
Number of votes		%	Number of votes		%	Number of votes
1	Passed	Approval of the financial statements for the 2022 financial year
		177,575,909		99.93%	132,420		0.07%	124,388
2	Passed	Approval of the consolidated financial statements for the 2022 financial year
		177,580,553		99.93%	127,976		0.07%	124,188
3	Passed	Appropriation of profits for the 2022 financial year and setting the amount of the dividend
		177,803,371		>99.99%	6,371		<0.01%	22,975
		Approval of regulated agreements referred to in Articles L. 225-38 et seq. of the French
4	Passed	Commercial Code (1)
		53,905,921		64.80%	29,279,732		35.20%	373,586
		Approval of the components of total remuneration and benefits of any nature paid in or
5	Passed	granted for the 2022 financial year to Rodolphe Belmer as Chief Executive Officer as from 27
October 2022
		139,894,134		78.78%	37,687,268		21.22%	251,315
		Approval of the components of total remuneration and benefits of any nature paid in or
6	Passed	granted for the 2022 financial year to Gilles Pélisson as Chairman as from 27 October 2022
		177,056,988		99.62%	678,803		0.38%	96,926
		Approval of the components of total remuneration and benefits of any nature paid in or
7	Passed	granted for the 2022 financial year to Gilles Pélisson as Chairman and Chief Executive Officer
until 27 October 2022
		141,850,451		79.81%	35,885,244		20.19%	97,022
		Approval of the information concerning the remuneration of the corporate officers described
8	Passed	under Article L.22-10-9 of the French Commercial Code
		139,558,562		78.50%	38,214,716		21.50%	59,439

		Approval of the remuneration policy applicable for Rodolphe Belmer, as Chief Executive
9	Passed	Officer until 13 February 2023 and as Chairman and Chief Executive Officer as from 13
February 2023
		139,827,890		79.55%		35,950,432		20.45%	2,054,395
10	Passed	Approval of the remuneration policy for Directors
		177,478,720		99.83%		298,877		0.17%	55,120
11	Passed	Ratification of the cooptation as Director of Rodolphe Belmer
		156,609,725		88.08%		21,187,384		11.92%	35,608
12	Passed	Reappointment of Olivier Bouygues as Director for a three-year term
		147,879,995		83.17%		29,922,704		16.83%	30,018
13	Passed	Reappointment of Catherine Dussart as Director for a three-year term
		143,486,823		80.72%		34,279,194		19.28%	66,700
		Authorisation to the Board of Directors to trade in the Company's shares, subject to a
14	Passed	maximum of 10% of the share capital, for an 18-month period
		144,813,447		81.45%		32,988,891		18.55%	30,379
(1) The shareholders with an interest, representing	94,273,478	votes, did not take part in this vote
	Resolutions within the competence of the Extraordinary General Meeting
N°	Result	For			Against		Abstained
Number of votes		%		Number of votes		%	Number of votes
		Authorisation granted to the Board of Directors to reduce the share capital by cancelling
15	Passed	treasury shares, for an 18-month period
		177,743,474		99.97%		53,707		0.03%	35,302
		Delegation of competence to the Board of Directors to increase the share capital with pre-
		emptive rights for existing shareholders maintained, by issuing ordinary shares and any
16	Passed	securities which are capital securities giving access to the company's other capital
securities, or granting allocation of debt securities or any securities giving access to capital
		securities to be issued, for a 26-month period
		144,140,486		81.07%		33,662,511		18.93%	29,486
		Delegation of competence to the Board of Directors to increase the share capital by
17	Passed	incorporating share premiums, reserves, earnings or others, for a 26-month period
		169,769,139		95.49%		8,025,879		4.51%	37,465
		Delegation of competence to the Board of Directors, for a 26-month period, to increase the
		share capital by way of public offerings other than those mentioned in Article L.411-2 of the
18	Passed	French Monetary and Financial Code, without pre-emptive rights for existing shareholders, by
issuing shares and all securities giving immediate and/or deferred access to shares in the
		company
		143,463,967		80.69%		34,335,374		19.31%	33,142
		Delegation of competence to the Board of Directors to increase the share capital by way of
		public offerings mentioned in Article L.411-2 1° of the French Monetary and Financial Code,
19	Passed	without pre-emptive rights for existing shareholders, by issuing shares and all securities
		giving immediate or deferred access to the shares in the company, for a 26-month period
		143,799,438		80.88%		34,001,027		19.12%	32,018
		Authorisation to the Board of Directors to set the price, in accordance with the terms decided
20	Passed	by the General Meeting, for immediate or future issues of equity securities, without pre-
emptive rights for existing shareholders, for a 26-month period
		143,742,605		80.84%		34,064,540		19.16%	25,338

		Delegation of competence to the Board of Directors to increase the number of securities to be
21	Passed	issued in the event of a capital increase with or without pre-emptive rights for existing
shareholders, for a 26-month period
		143,750,888	80.85%	34,050,852	19.15%	30,743
		Delegation of powers to the Board of Directors to increase the share capital without pre-
		emptive rights for existing shareholders, as consideration for contributions in kind to the
22	Passed	company consisting of another company's equity securities or securities giving access to its
		capital, outside of a public exchange offer, for a 26-month period
		143,934,524	80.95%	33,874,662	19.05%	23,297
		Delegation of competence to the Board of Directors to increase the share capital, without pre-
23	Passed	emptive rights for existing shareholders, as consideration for securities tendered a public
exchange offer initiated by the company, for a 26-month period
		143,994,161	80.98%	33,814,659	19.02%	23,663
		Delegation of competence to the Board of Directors to increase the share capital, without pre-
		emptive rights for existing shareholders, for the benefit of employees or corporate officers of
24	Passed	the Company or related companies who are members of a company savings scheme, for a 26-
		month period
		169,217,027	95.17%	8,586,756	4.83%	28,700
		Amendment to Article 10 of the Articles of Association concerning the term of office of the
25	Passed	employee representative Directors
		177,560,931	99.88%	221,491	0.12%	50,061
26	Passed	Creation of a new Article 16 of the Articles of Association entitled "Censor"
		143,816,827	80.89%	33,967,794	19.11%	47,862
27	Passed	Authorisation to carry out formalities
		177,790,674	>99.99%	16,256	<0.01%	25,553

Governance

Composition of the Board of Directors and the Board committee as of 14 April 2023 :

Chairman and Chief Executive Officer : Rodolphe BELMER

Directors :

• Olivier BOUYGUES, Director of BOUYGUES
• Catherine DUSSART, Director - independent
• Farida FEKIH, Director - Representing employees
• Sophie LEVEAUX, Director - Representing employees
• Marie-AudeMOREL, Director - Representing employee shareholders
• Orla NOONAN, Director - independent
• Marie PIC-PÂRIS ALLAVENA - Director - independent
• Olivier ROUSSAT, Director - Chief Executive Officer of BOUYGUES
• BOUYGUES, Director - represented by Pascal GRANGE
• SCDM, Director - represented by Charlotte BOUYGUES

Composition of the Audit Committee : Marie PIC-PÂRIS ALLAVENA (Chair), Orla NOONAN and Pascal GRANGE (committee members).

Composition of the Ethics, CSR and Patronage Committee : Catherine DUSSART (Chair), Marie-Aude MOREL and Farida FEKIH (committee members).

Composition of the Selection and Remuneration Committee : Orla NOONAN (Chair), Catherine DUSSART, Sophie LEVEAUX and Olivier ROUSSAT (committee members).