2025 Universal Registration Document

1. Presentation of the Group – Integrated Report

L'Oréal's human and social project constitutes both the strength and the appeal of its model in an ever-changing world. It is based around two priorities: the attention paid to developing each employee through ongoing learning, accelerated career paths or international careers; and a unique social model that combines competitive social performance and shared growth (profit-sharing, incentives, employee share ownership plan, etc.). Social innovation is at the heart of this approach, with the Share & Care programme being a notable example (see chapter 4).

For more than 20 years, L'Oréal has supported diversity, equity and inclusion and is recognised for its actions worldwide. The Group's policy in this area is explained in greater detail in section 4.7.4.1.1.

1.1.3 Stable governance

The stability of the Group's governance in a changing world makes it possible to work towards long-term objectives and to ensure regular growth.

1.1.3.1 Loyal shareholders, stable capital structure

SHAREHOLDERS AS AT 31 DECEMBER 2025

This chart shows the shareholder as at 31 December 2025.

Françoise Bettencourt Meyers and family (1) : 34.79%

Nestlé (2) : 20.16%

International institutional investors: 30.43%

French institutional investors: 6.59%

Individual shareholders: 5.97%

Employees (3) : 2.06%

1.1.3.2 A balanced and committed Board of Directors, which fully plays its role of reflection and strategic impetus

The Board of Directors defines the strategic orientations of L'Oréal and monitors its implementation, in accordance with its corporate interest, taking the social and environmental challenges of its business activity into consideration. It oversees the management of both financial and sustainability aspects, and ensures the quality of the information provided to shareholders and to the market.

The composition of L'Oréal's Board makes it possible to take into account the specific nature of its shareholding structure while guaranteeing the interests of all its stakeholders. At 31 December 2025, the Board of Directors comprised 17 members:

  • the Chairman, Jean-Paul Agon;
  • the Chief Executive Officer, Nicolas Hieronimus;
  • three Directors (one of whom is Vice-Chairman of the Board) from the Bettencourt Meyers family, which owns 34.79% of the share capital - Jean-Victor Meyers, Nicolas Meyers and the company, Téthys;
  • two Directors (one of whom is Vice-Chairman of the Board) linked to Nestlé, which owns 20.16% of the share capital - Paul Bulcke and Béatrice Guillaume-Grabisch;
  • eight independent Directors: Sophie Bellon, Fabienne Dulac, Aurélie Jean, Ilham Kadri, Isabelle Seillier, Patrice Caine, Jacques Ripoll, and Alexandre Ricard. 53% of the Directors are therefore independent (eight out of 15 excluding the Directors representing the employees); and
  • two Directors representing the employees: Thierry Hamel and Benny de Vlieger.

The Board takes steps to ensure that the Directors come from different backgrounds and that they complement one another due to their different professional experience, their skills and their international exposure (see 2.2.1.2) The diversity of skills and expertise on the Board enables it to understand rapidly and in detail the development challenges that L’Oréal faces.

L’Oréal is attentive to compliance with the principle of balanced gender representation on the Board.