Universal Registration Document 2025

8.1.6 Memorandum of Incorporation and Articles of Incorporation

A summary of the main provisions of the Articles of Incorporation in force is given below. The full text of the Articles of Incorporation is available on the Publicis Groupe website at the following address: https://www.publicisgroupe.com/fr/investisseurs/investisseurs-analystes/information-reglementee.

Corporate purpose (article 2 of the Articles of Incorporation)

The Company’s corporate purpose is to:

• commercialize and develop advertising of any kind in all its forms, in any way whatsoever;
• the development of digital services and tools from digital platforms, software or any electronic, computer or artificial intelligence media as well as the creation and operation of all services from databases or computer systems;
• organize any shows and radio and television broadcasts, design any radio, television and other types of programs, operate any movie theaters, recording and broadcasting studios, and any screening and viewing rooms, paper publishing of any nature and mechanical publishing of any music, sketches, screenplays and dramas; and
• generally speaking, all commercial, financial, real estate, industrial and movable transactions directly or indirectly related to the foregoing and likely to facilitate the development and growth of its corporate business.

The Company may act in all countries in its name and on behalf of third parties, either alone or in partnership, association or company, with any other companies or persons and implement under any form whatsoever, either directly or indirectly, the transactions falling within its corporate purpose.

It may also acquire, under any form, any interests and holdings in any French or foreign businesses and undertakings, whatever their purpose.

Board of Directors and Executive Management (articles 10 to 17 of the Articles of Incorporation)

The rules relating to the composition and operation of the Board of Directors as well as those applicable to Executive Management are described in Section 3.1 “Governance of Publicis Groupe” of this Universal Registration Document.

Rights attached to each share (article 8 of the Articles of Incorporation)

With regard to ownership of corporate assets and the sharing of profit, each share shall entitle its owner to an amount proportionate to the number of existing shares. The shareholders may be held liable, even with regards to third parties, only up to the value of the shares that they hold. When it is necessary to hold several shares to exercise any right, shareholders must be personally responsible for consolidating the required number of shares.

Threshold crossing disclosure (article 7 III of the Articles of Incorporation)

Any person or entity, acting alone or not, who holds or will hold, a portion greater than or equal to 1% of the share capital or voting rights, or any multiple of such percentage, must inform the Company of the total number of shares and voting rights held by such person or entity, as well as any securities giving access to the share capital and voting rights that may be attached thereto.

Powers of the Board of Directors with respect to share buybacks (article 7 IV of the Articles of Incorporation)

The Extraordinary General Shareholders’ Meeting may authorize the Board of Directors to purchase a fixed number of Company shares in order to cancel them via a reduction of capital in accordance with article L. 225-210 of the French Commercial Code.

In addition, the Company may acquire its own shares in accordance with the provisions of article L. 22-10-62 of the French Commercial Code.