Bourbon

Agenda of the ordinary general meeting

• directors’ report and group management report for the period closed on 31st December 2006 ;
• chairman’s report as required by article L 225-37 of the French commercial code ;
• special directors’ report on stock options, as required by article L 225-184 of the French commercial code ;
• external auditors’ report on the annual financial statements and consolidated accounts ;
• special audit report on those agreements defined in articles L 225-38 et seq. of the French commercial code [transactions with connected persons] ;
• audit report on the internal supervisory procedures concerning financial reporting ;
• discharge for directors ;
• approval of financial statements and consolidated accounts for the financial year 2006 ;
• net income appropriation – decision concerning distribution of dividend ;
• setting of directors’ fees ;
• renewal of tenure for two directors ;
• renewed authorization for a corporate buyback programme ;
• powers for filing and formalities

Agenda of the extraordinary general meeting

• directors’ report ;
• external auditors’ report ;
• decision on a capital increase through capitalization of part of the line item “share premium” (additional paid-in capital) ;
• distribution of 1 bonus share to shareholders for 10 existing shares held at the date of the combined ordinary and extraordinary general meeting ;
• correlative amendment of article 7 of the memorandum and articles of association concerning the authorized capital ;
• mention in the said articles of the company rules drawn up by the board of directors for meetings by videoconference or telecommunications (in pursuance of French decree n° 2006-1566, dated 11^th December 2006, amending the decree n° 67-236 on commercial companies dated 23^rd March 1967) ;
• mention of the new written supports allowing directors to be represented ;
• correlative amendment of article 14-II and IV of the articles of association ;
• alignment of the articles of association to comply with the terms of the French law on financial security dated 1st August 2003 ;
• cancellation of board representation by its chairman ;
• correlative amendment of article 15-II of the articles ;
• alignment of the articles of association to comply with the terms of French decree n° 2006-1566, dated 11th December 2006, amending the decree n°67-236 on commercial companies dated 23^rd March 1967, regarding the conditions under which shareholders participate in meetings ;
• correlative amendment of article 19 of the articles ;
• authorization for the board of directors to proceed with the distribution of bonus shares as provided for in articles L 225-197-1 et seq. of the French commercial code ;
• powers for filing and formalities

Poll results on the ordinary general meeting resolutions

Total number of shares: 50 181 537
Total number of votes: 50 181 537

Shareholders present and represented

Shareholders’ votes

1st resolution: ADOPTION OF 2006 ANNUAL REPORT AND ACCOUNTS OF THE COMPANY

2nd resolution: A DISCHARGE IN FULL TO DIRECTORS

3rd resolution: NET INCOME APPROPRIATION - Net dividend of €0.60 per share

4th resolution: DISTRIBUTION OF DIVIDEND IN 2003, 2004 AND 2005

5th resolution: ADOPTION OF CONSOLIDATED ACCOUNTS AND REPORTS THEREON

6th resolution: APPROVAL OF TRANSACTIONS WITH CONNECTED PERSONS MENTIONED IN AUDITORS’ SPECIAL REPORT

7th resolution: ANNUAL SUM OF DIRECTORS’ FEES - Set at €200,000 for the business year 2006 and subsequent periods

8th resolution: RE-ELECTION OF Mr JACQUES DE CHÂTEAUVIEUX AS A DIRECTOR OF THE COMPANY

9th resolution: RE-ELECTION OF Mrs VICTOIRE DE MARGERIE AS A DIRECTOR OF THE COMPANY

10th resolution: RENEWAL OF AUTHORITY TO MAKE MARKET PURCHASES OF BOURBON S.A. SHARES
Maximum purchase price: €65
Number of shares acquired ≤ 10% of capital stock
Maximum budget authorized: €326 270 880

11th resolution: POWERS FOR FORMALITIES RELATING TO ORDINARY GENERAL MEETING

Poll results on the extraordinary general meeting resolutions

Total number of shares: 50 181 537
Total number of votes: 50 181 537

Titulaires présents et représentés

Shareholders’ votes

12th resolution: INCREASE OF SHARE CAPITAL FOR STOCK DIVIDEND: ONE SHARE FOR TEN HELD

13th resolution: AMENDMENT OF MEMORANDUM AND ARTICLES OF ASSOCIATION - Article 7 (sum of authorized capital)

14th resolution: AMENDMENT OF MEMORANDUM AND ARTICLES OF ASSOCIATION - Board meetings by videoconference or telecommunications - Representation of board-members

15th resolution: AMENDMENT OF MEMORANDUM AND ARTICLES OF ASSOCIATION - Article 14-II (organization and proceedings of board meetings)

16th resolution: AMENDMENT OF MEMORANDUM AND ARTICLES OF ASSOCIATION - Deletion of mention of representation of board of directors by its chairman

17th resolution: AMENDMENT OF MEMORANDUM AND ARTICLES OF ASSOCIATION - Article 15 (organization of work by board of directors)

18th resolution: AMENDMENT OF MEMORANDUM AND ARTICLES OF ASSOCIATION - Conditions governing participation of shareholders in board meetings

19th resolution: AMENDMENT OF MEMORANDUM AND ARTICLES OF ASSOCIATION - Article 19 (calling of general meetings)

20th resolution: AUTHORIZATION GRANTED TO BOARD OF DIRECTORS TO ALLOT BONUS SHARES TO BOURBON STAFF MEMBERS

21th resolution: POWERS FOR FORMALITIES RELATING TO EXTRAORDINARY GENERAL MEETING