Summary Message from Ian Meakins, Chairman of the Board of Directors 1 Rexel in 2017 2 Message from Patrick Berard, CEO of Rexel 4 Group key figures 6 Global footprint 7 Corporate governance 16 1. Board of Directors 18 2.I nformation about the candidates whose ratification of the co-option and/or renewal are submitted to the approval of the Shareholders’ Meeting 20 3. Presentation of the other members of the Board of Directors 23 4. Executive Management 25 5. Compensation policy (ex ante vote) 26 6.Elements of compensation due or granted for the financial year 2017 (ex post vote) 27 Agenda of the Combined Shareholders’ Meeting of May 24, 2018 28 1. Resolution submitted to the Ordinary Shareholders’ Meeting 30 2.Resolutions submitted to the Extraordinary Shareholders’ Meeting 31 Combined Shareholders’ Meeting of May 24, 2018 32 1. Report of the Board of Directors to the combined Shareholders’ Meeting of May 24, 2018 34 2.Text of the draft resolutions submitted to the combined Shareholders’ Meeting of May 24, 2018 55 Your participation 68 Request for legal documents and information 70 Adopt the e-convening 72 How to participate in the Shareholders’ Meeting of Rexel? 74