BIC

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+ GROUP PRESENTATION SOCIAL AND ENVIRONMENTAL RESPONSIBILITY CORPORATE GOVERNANCE COMMENTS ON THE YEAR FINANCIAL STATEMENTS INFORMATION ABOUT THE ISSUER BOARD OF DIRECTORS ADDITIONAL INFORMATION REGISTRATION DOCUMENT 2011

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CONTENT 1 Group presentation 1.1. Group proﬁle and strategy 1.2. Key ﬁgures 1.3. Business presentation 1.4. History 1.5. Property, plant and equipment 1.6. Risk factors 3 4 6 10 16 18 20 6 Information about the issuer 6.1. Information on the Company 6.2. Share capital 6.3. Shareholding AFR AFR AFR 181 182 184 187 189 190 191 6.4. Owned shares and share buy-back 6.5. Investor relations 6.6. Share information 2 Social and environmental responsibility 2.1. The BIC Sustainable Development Program 2.2. Environmental data 2.3. Societal information 2.4 Workforce information 25 27 32 41 47 7 Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 7.1. Ordinary Shareholders’ Meeting 7.2. Extraordinary Shareholders’ Meeting 7.3. Ordinary and Extraordinary Shareholders’ Meeting 193 194 201 207 3 Corporate Governance 3.1. Mandates of the Directors and the Corporate Officers as of December 31, 2011 3.2. Senior Management compensation and employees’ interests in the issuer’s capital 3.3. Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company AFR 3.4. Statutory Auditors’ report on the report prepared by the Chairman of the Board of Directors AFR 53 54 63 7.4. Statutory Auditors’ report on the reduction in capital by the cancellation of repurchased shares 7.5. Statutory Auditors’ report on the issuance of new ordinary shares and/or securities with maintenance of preferential subscription rights 7.6. Statutory Auditors’ report on the capital increase reserved for employees 208 209 210 72 82 8 Additional information 8.1. Documents on display 8.2. Annual information report 8.3. Person responsible 8.4. Statutory Auditors AFR AFR AFR 211 212 212 214 215 216 219 220 221 4 Comments on the year 4.1. Operations and consolidated results 4.2. Financial situation 4.4. Dividends 4.5. Investments 4.6. Prospects for 2012 and strategy AFR AFR 83 84 91 92 93 93 94 4.3. Management of currency and interest rate risks 8.5. Cross reference table required under European Commission Regulation n°809/2004 8.6. Cross reference table with the annual ﬁnancial report 8.7. Cross reference table with the management report of the Board AFR 8.8. Cross reference table in accordance with the “CSR” draft decree CSR 5 Financial statements AFR 97 99 156 5.1. Consolidated ﬁnancial statements 5.2. Statutory Auditors’ report on the consolidated ﬁnancial statements 5.3. Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 157 5.4. Statutory Auditors’ report on the ﬁnancial statements 178 5.5. Statutory Auditors’ special report on regulated agreements and commitments with third parties 180 Elements of the Annual Financial Report are identiﬁed in the content using the symbol AFR Elements linked to the Corporate Social Responsibility are identiﬁed in the content using the symbol CSR

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2011 Registration Document This is a free translation of the registration document. The French version of the registration document was filed with the Autorité des Marchés Financiers (AMF - Paris Stock Exchange Authority) on March 27, 2012, pursuant to Article 212-13 of its General Regulations. It may be used in support of financial transactions only if accompanied by a prospectus approved by the AMF. This document was prepared by the issuer and is binding on its signatories. The registration document (in French) may be obtained as follows on the website of the AMF (www.amf-France.org) and on the BIC corporate site (www.bicworld.com). A copy of this document can also be obtained, without charge, by calling Investor Relations of SOCIÉTÉ BIC, in France +33 1/45.19.52.26 or by sending a letter to SOCIÉTÉ BIC, 14 rue Jeanne d’Asnières, 92611 Clichy cedex (France). BIC Group - 2011 Registration Document 1

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2 BIC Group - 2011 Registration Document

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1 GROUP PRESENTATION 1.1. Group proﬁle and strategy 1.2. Key ﬁgures 1.3. Business presentation 4 6 10 1.4. History 1.5. Property, plant and equipment 1.6. Risk factors 16 18 20 BIC Group - 2011 Registration Document 3

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1 - Group presentation Group proﬁle and strategy 1.1. Group profile and strategy D WORLD LEADER IN ITS ACTIVITIES BIC is a world leader in the consumer goods markets (stationery, lighters and shavers) and in the Advertising and Promotional Products industries. For more than 60 years, BIC has provided safe, high-quality and affordable products to consumers in more than 160 countries and has become one of the most recognized brands in the world. In 2011, BIC realized 1,824.1 million euros net sales and reached 362.4 million euros normalized IFO (1) (19.9% of net sales). Net income was 237.9 million euros and earnings per share 5.00 euros. D BIC STRATEGY Since the creation of the company in 1945, BIC operational and ﬁnancial performance has relied on several fundamental strategic pillars: • • Quality and Value product positioning; A large and diversified product portfolio aimed at answering consumers’ needs: • Our classic products are functional, reliable and affordable. They are designed to serve a very precise function and they offer the best value for money, • Our value-added products are aimed at answering the growing demand for more sophisticated goods; 2011 Net sales breakdown by geographical area 32% Developing markets 28% Europe • • Innovation: in 2011, BIC realized 22% of its net sales through new products (2); Recognized brands: • In the Consumer business: BIC®, Tipp-Ex®, Wite-Out®, Sheaffer®, BIC® Kids, BIC® Matic, • In Advertising and Promotional Products: BIC Graphic and Norwood PP; 40% North America • 2011 Net sales breakdown by category 17% Advertising and Promotional Products Historical international footprint in both developed and developing markets. BIC is present in more than 160 countries and developing markets accounted for 32% of 2011 net sales; An international, complete and solid distribution network (stationery stores, office product companies, mass-merchandisers, convenience stores, distributors, wholesalers and cash-and-carry outlets…); On-going and sustained productivity improvement policy. The modernization and continuous rationalization of its production plants allow BIC to maintain its worldwide competitiveness at the highest level; A solid balance sheet and a clear use of cash strategy, including: • Internal development, through focused capital expenditures, • External growth, through bolt-on strategic acquisitions in order to: • Acquire a technology not yet held by the Group, • Enter a new market segment, • Enter a new geographic area. • A regular shareholder remuneration. 32% Stationery • • 5% Other Products (consumer) 18% Shavers 28% Lighters • (1) Normalized IFO: excluding restructuring, the gain on sale of BIC APP funeral products business and real estate gains for 2010 and excluding restructuring, impairment of goodwill and trademarks related to the disposal of PIMACO business to business divisions in Brazil, impairment of goodwill related to “other products” in Greece consumer division and the gain on the disposal of REVA peg business for 2011. (2) A product is considered as a new one the year of its launch and the 3 following years. 4 BIC Group - 2011 Registration Document

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1 - Group presentation Group proﬁle and strategy D COMMITMENT TO SUSTAINABLE DEVELOPMENT D PARTNERSHIP WITH CELLO On January 21, 2009, BIC signed a deﬁnitive agreement with Indian Cello Group whereby BIC Group was to acquire 40% of the Cello writing instrument business which was being carried out by 7 entities, for 7.9 billion Indian rupees. As part of the agreement, BIC beneﬁts from a call option in 2013 to increase its stake to 55% at a price based on a formula tied to earnings. Founded in 1995 by the Rathod family, Cello Pens is India’s largest manufacturer and distributor of writing instruments, with a presence in Africa, Middle East and Asia. Cello Pens is a vertically integrated manufacturer with modern facilities, strong in-house research, product development and marketing capabilities. With its broad portfolio of products and countrywide distribution network, the Cello brand is one of the most recognized in India. With mid to high-single digit annual growth, India is one of the world’s largest stationery markets. On March 5, 2009 BIC’s acquisition of 40% of 6 entities (out of 7) was completed for a sum of 3.8 billion Rupees. This proportionate share of Cello Pens net income has been accounted through the equity method in BIC Group accounts since April 1, 2009. On January 4, 2010, Cello management proposed to the BIC Group to unwind and terminate the definitive agreements signed on January 21, 2009 “on terms and conditions to be mutually agreed between the parties.” BIC Group then conﬁrmed its intention to ensure the implementation of the agreements. On August 4, 2010, BIC announced that it had initiated arbitration proceedings in order to enforce the full completion of the agreements, meaning the completion of the acquisition of 40% of one remaining entity, namely CPS. On February 16, 2012, BIC Group received a favourable award from the Tribunal constituted under the Rules of the Singapore International Arbitration Center in respect of the acquisition of 40% shares in the 7th and last entity Cello Pens & Stationery (CPS) as per the deﬁnitive agreements signed on January 21, 2009 with the Cello Group. BIC intends to proceed with the share purchase in CPS. Lightweight, long-lasting products BIC’s priority is to design products with a low-impact on the environment, i.e. products manufactured with a minimum of resources while lasting a maximum amount of time. The Group has initiated an eco-design approach and started to integrate alternative solutions such as the use of recycled materials or bioplastic in the manufacturing of certain products like the BIC® Ecolutions™ pen range. Clean and safe factories The Group has 23 main factories of which 21 are located in developed countries (according to the HDI indicator), where are implanted environmental management systems (achieved to a rate of 95%) and health and safety management systems (achieved to a rate of 94%) have been put in place. Historical Social Responsibility Since the beginning, BIC supports the individual development of its employees. The Group has a complete program for the training and development of its employees’ skills and employability. Our business is founded on a clear vision, a lasting philosophy and fundamental common values: Ethics, Responsibility, Teamwork, Simplicity and Ingenuity. 1 The BIC Sustainable Development Barometer BIC evaluates the progress of its Sustainable development program with the BIC Barometer, which deﬁnes 10 sustainable development objectives associated with 10 performance indicators and is updated every three years. D STRONG CORPORATE GOVERNANCE As a family controlled company, BIC Group attached importance to good practice in Corporate Governance rules. Since 2006, the offices of Chairman of the Board and the CEO are separated. In conformity with recommendations of the AFEP – MEDEF, more than one-third of Board members are Independent Directors (four out of ten). The Board is assisted by the Audit Committee and the Compensation

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1 - Group presentation Key ﬁgures 1.2. Key figures D GROUP KEY FIGURES Net sales In million euros Income from operations and normalized income from operations (2) In million euros 362.4 1,831.5 1,562.7 1,824.1 304.6 239.6 314.9 339.7 216.0 2009 2010 2011 2009 2010 IFO margin 2011 Normalized IFO Net sales growth on a comparative basis (1) In % Income from operations and normalized income from operations margins (2) In % of net sales 18.6% 19.9% +5.9% 13.8% 15.3% 16.6% 17.2% +3.1% -0.6% 2009 2009 2010 IFO margin 2011 Normalized IFO 2010 2011 (1) At comparative basis: at constant currencies and constant perimeter. Figures at constant perimeter exclude the impacts of acquisitions and/or disposables that occurred during the current year and/or during the previous year, until their anniversary date. (2) Normalized IFO: excluding restructuring, the gain on sale of BIC APP funeral products business and real estate gains for 2010 and excluding restructuring, impairment of goodwill and trademarks related to the disposal of PIMACO business to business divisions in Brazil, impairment of goodwill related to “other products” in Greece consumer division and the gain on the disposal of REVA peg business in 2011. 6 BIC Group - 2011 Registration Document

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1 - Group presentation Key ﬁgures Group net income In million euros 237.9 207.5 151.7 Earnings per share In euros 4.29 3.15 5.00 2009 2010 2011 2009 2010 2011 Production volumes trends (in billion units) 1 2009 4.236 1.115 2.118 2010 4.547 1.224 2.270 2011 4.825 1.318 2.336 Stationery consumer Lighters Shavers BIC Group - 2011 Registration Document 7

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1 - Group presentation Key ﬁgures Key figures by category CHANGE 2010/2011 (in million euros) 2010 2011 AS REPORTED AT CONSTANT CURRENCIES (a) ON A COMPARATIVE BASIS (b) TOTAL CONSUMER BUSINESS Net Sales Normalized IFO IFO Stationery consumer Net Sales Normalized IFO IFO Lighters Net Sales Normalized IFO IFO Shavers Net Sales Normalized IFO IFO Other products (d) Net Sales Normalized IFO IFO BIC APP Net Sales Normalized IFO IFO 362.6 33.4 27.4 302.0 24.3 19.3 -29.5% -16.7% -13.7% -10.4% 99.7 (6.4) (7.6) 94.5 (5.2) (22.8) -5.1% -5.0% -0.5% 307.8 43.6 41.9 328.2 59.8 59.8 +42.7% +6.6% +9.1% +9.1% 480.8 174.0 173.6 510.8 199.9 199.8 +15.1% +6.2% +8.6% +8.6% 580.7 70.3 69.3 588.5 83.5 83.5 +20.5% +1.3% +4.1% +4.1% (c) 1,469.0 281.5 277.2 1,522.1 338.1 320.3 +3.6% +6.0% +6.3% +15.6% (a) Constant currencies ﬁgures are calculated by translating the current year ﬁgures at prior year monthly average exchange rates. (b) Comparative basis: at constant currencies and constant perimeter. Figures at constant perimeter exclude the impacts of acquisitions and/or disposals that occurred during the current year and/or during the previous year, until their anniversary date. (c) Normalized IFO: excluding restructuring, the gain on sale of BIC APP funeral products business and real estate gains for 2010 and excluding restructuring, impairment of goodwill and trademarks related to the disposal of PIMACO business to business divisions in Brazil, impairment of goodwill related to “other products” in Greece consumer division and the gain on the disposal of REVA peg business in 2011. (d) Income from operations includes other products income from operations as well as Group expenses not allocated to the other categories. Net Sales by geographical area CHANGE 2010/2011 (in million euros) 2010 524.9 773.8 532.8 2011 517.7 728.0 578.4 AS REPORTED -1.4% -5.9% +8.6% AT CONSTANT CURRENCIES (a) -1.4% -0.7% +9.6% ON A COMPARATIVE BASIS (b) -0.4% +0.4% +10.5% Europe North America Developing markets (a) Constant currencies ﬁgures are calculated by translating the current year ﬁgures at prior year monthly average exchange rates. (b) Comparative basis: at constant currencies and constant perimeter. Figures at constant perimeter exclude the impacts of acquisitions and/or disposals that occurred during the current year and/or during the previous year, and this until their anniversary date. 8 BIC Group - 2011 Registration Document

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1 - Group presentation Key ﬁgures Main income statement information CHANGE 2010/2011 AT CONSTANT CURRENCIES (a) +2.1% ON A COMPARATIVE BASIS (b) +3.1% (in million euros) 2009 1,562.7 719.7 239.6 216.0 2.7 218.7 (70.8) 3.8 151.7 3.15 48,151,691 2010 1,831.5 870.6 314.9 304.6 (1.8) 302.8 (100.3) 5.0 207.5 4.29 48,341,785 2011 1,824.1 898.5 362.4 339.7 9.2 348.8 (115.1) 4.1 237.9 5.00 47,565,299 AS REPORTED -0.4% +3.2% +15.1% +11.5% Net Sales Gross Proﬁt Normalized Income From Operations (c) Income From Operations Financial income/(costs) Income Before Tax and non-controlling interest Income tax expense Income From Associates Group Net Income Earnings Per Share (in euros) Number of shares (d) +15.2% +14.6% +14.7% +16.6% 1 (a) Constant currencies ﬁgures are calculated by translating the current year ﬁgures at prior year monthly average exchange rates. (b) Comparative basis: at constant currencies and constant perimeter. Figures at constant perimeter exclude the impacts of acquisitions and/or disposals that occurred during the current year and/or during the previous year, and this until their anniversary date. (c) Normalized IFO: excluding restructuring, the gain on sale of BIC APP funeral products business and real estate gains for 2010 and excluding restructuring, impairment of goodwill and trademarks related to the disposal of PIMACO business to business divisions in Brazil, impairment of goodwill related to “other products” in Greece consumer division and the gain on the disposal of REVA peg business in 2011. (d) Average number of shares outstanding net of treasury shares. Main balance sheet items (in million euros) 2009 1,304.3 53.7 161.5 480.3 40.1 305.3 215.0 40.2 2,029.1 2010 1,444.6 11.7 2.8 371.2 40.7 397.1 219.9 38.2 2,024.2 2011 1,467.1 8.8 1.6 300.7 39.2 329.5 211.6 51.0 2,080.5 Shareholders’ equity Current borrowings and bank overdraft Non-current borrowings Cash and cash equivalents - Assets Other current ﬁnancial assets Net Cash position Goodwill Intangible assets TOTAL BALANCE SHEET NB: SOCIÉTÉ BIC did not request any rating from any credit ratings agency nor, to the best of its knowledge, has it been the object of any unsolicited rating by any credit ratings agency. BIC Group - 2011 Registration Document 9

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1 - Group presentation Business presentation Condensed cash flow statement (in million euros) 2009 247.7 92.0 3.4 343.1 (216.9) 110.0 236.2 478.9 2010 302.7 (1.3) (41.2) 260.2 (37.8) (362.1) (139.6) 368.0 2011 340.8 (114.8) (25.2) 200.8 (91.9) (176.8) (68.0) 299.4 Cash ﬂow from operations Increase/(Decrease) in net working capital Other operating cash ﬂows Net cash from operating activities Net cash from investing activities Net cash from ﬁnancing activities Net increase/(decrease) in cash and cash equivalents Closing cash and cash equivalents 1.3. Business presentation In 2011, BIC realized 83% of its sales in Consumer Goods (through its Stationery, Lighter, Shaver and Other Consumer Products categories) and 17% in the Advertising and Promotional industry. D CONSUMER BUSINESS Stationery The Stationery worldwide market is estimated at 7.0 billion euros (total supplier sales in 2010). This market is fragmented, typiﬁed by a large number of players who are often local. Only three players (BIC, Newell Rubbermaid and Pilot) hold more than 5% of the market each on a worldwide basis. Stationery worldwide market breakdown (2010 estimated suppliers net sales ﬁgures/in value) By geographical area By product segment 7% 8% Latin America India 16% Markers 13% Rest of the world 57% Pens Of which Ball Pens 24% Of which Rollers 5% 16% Japan 15% Coloring 16% USA 6% Correction 6% 21% China 19% Europe Mechanical Pencils 10 BIC Group - 2011 Registration Document

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1 - Group presentation Business presentation BIC is No. 2 worldwide with approximately 10% market share (1), No. 1 in Europe (approximately 14% market share), No. 1 in Latin America (approximately 21% market share), No. 2 in the USA (approximately 16% market share). The group benefits also a strong historical presence in Africa and Middle East. Since the launch of the BIC® Cristal® in 1950, BIC has continuously diversiﬁed its product range. Our global stationery portfolio, which includes writing, marking, correction, coloring, drawing accessories, is divided into more than 15 products sub-segments (ball pens, rollers, fountain pens, mechanical pencils, markers, correction products, etc.). Writing instruments and marking (ballpoint pens, gel pens, fountain pens, felt pens, pencils and mechanical pencils, permanent markers, highlighters, and dry-erase markers) Coloring and drawing (felt pens, coloring pencils, crayons, arts and crafts kits) 1 Correction products (correction ﬂuid, correction pens, correction tapes, and erasers) under the trademarks BIC® Wite-Out® and Tipp-Ex® Adhesive labels in Latin America BIC beneﬁts from strong positions on major product segments: BIC® stationery worldwide positions and market shares in value (BIC estimates) 18% 14% 17% BIC stationery products are sold through different channels including Office Products (contract stationers or Office Super Stores) and Retail mass market distributors in developed countries as well as traditional stores in developing markets. Our objective in the stationery category is to generate proﬁtable growth through: • • • • • supporting classic products by constantly improving their quality; permanently listening to consumers, so as to bring them new and improved products; fostering innovation by launching new products with higher value added; increasing distribution and visibility; further developing our presence in fast growing countries. 7% Mechanical Pencils Ball Pens Correction Marking (1) All market shares are based on 2010 estimated suppliers net sales figures. BIC Group - 2011 Registration Document 11

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1 - Group presentation Business presentation Lighters The worldwide lighter market is estimated at 11.0 billion units (3.1 billion euros in value) (1) and broken down as follows: BIC® Lighters market shares in value (in BIC’s markets excluding Asia) (Estimated market shares/in value) Lighter worldwide market breakdown in 2010 (BIC estimates) Units 20% Asia >65% >65% 6% World excluding Asia ~ 45% <30% Worldwide Europe North America Latin America 26% World excluding Asia 48% Asia Flint lighters Electronic lighters A lighter contains pressurized gas put into a plastic reservoir, in order to produce a ﬂame. Lighters must be designed and manufactured in compliance with very strict safety, quality and performance requirements. International Safety Standards have been established in order to protect consumers from unsafe lighters. There are two key standards for pocket lighters: Value in euros 9% Asia 13% World excluding Asia • The international lighter safety standard ISO 9994, which describes clearly the basic safety requirements for a lighter. ISO 9994 Safety Standard is the subject of legislation in major countries such Canada (1989), Russia (2000), Argentina (2003), Mexico (2004), South Korea (2005), South Africa (2006), Japan (2011), Indonesia (2011) and the 27 countries of the European Union (2006); Child-resistant requirements, a child-resistant lighter is a lighter purposely modiﬁed in order to make it more difficult to operate. A child-resistant lighter is a lighter that at least 85% of children under 51 months of age cannot operate. Child-Resistant legislation is the subject of legislation in major countries such as USA (1994), Canada (1995), Australia (1997), New Zealand (1999), the 27 countries of the European Union (2006) and Japan (2011). • 49% World excluding Asia 29% Asia Flint lighters Electronic lighters The lighter market is a very competitive market in which BIC beneﬁts from the No. 1 worldwide position among branded lighters. BIC worldwide value market share (excluding Asia) in 2010 was approximately 45%. BIC is No. 1 in North America and in Latin America with more than 65% market share. Since the late 80’s, low-price lighter models that very often fail to comply with Safety Standards and imported from Asian countries have been gaining market shares and today hold more than half of the global market (in units). In this competitive landscape, BIC defends its position and maintains lighter safety and quality. BIC® lighters are designed and manufactured in compliance with very strict safety, quality and performance requirements. As an example, the gas reservoirs of BIC® lighters are made of Delrin®, a high technical grade resin which ensures a high resistance to impact in case of drop, while allowing for a larger amount of gas and more lights than in many other lighters thanks to the thinness of its wall. Also, BIC® lighters are ﬁlled with pure isobutane which guarantees the stability of the ﬂame. (1) BIC 2010 estimates. 12 BIC Group - 2011 Registration Document

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1 - Group presentation Business presentation BIC® lighters are sold either through traditional distribution channels (such as convenience stores and tobacconists) and retail mass market distribution. BIC objective in the lighter business is to strengthen its leadership as the only branded lighter with worldwide position: BIC’s new product program has been a key driver of success, evidenced by its No. 2 global market position in the one-piece segment with an approximately 20% value market share. Most of BIC’s focus in 2011 has been on the fast growing three-blade and four-blade sub-segments, where market shares are even stronger than their overall 20% share. The category is divided among three brands (Gillette, the leader, BIC® and Schick/Wilkinson/Energizer Holding), with a private label presence as well. • • by supporting the extension and the enforcement of international safety standards; by accelerating the development of value-added products (sleeves, cases and multipurpose lighters). Shavers The wet shave market generates annual sales revenue of more than 10 billion euros, and accounts for the majority (60%) of the total hair removal category. BIC market shares in the three and four blades disposable shavers segment (Based on IRI, AC Nielsen ﬁgures and BIC estimates Dec. 2011) In volume Wet shaver worldwide market in 2011 (IRI, AC Nielsen ﬁgures and BIC estimates/in value) By geographical area 30% Western Europe 34% 28% 25% 1 19% Other 7% Eastern Europe Europe Brazil USA In value 27% 23% 20% Latin America 24% North America 19% By product segment 56% Refillable / Systems 35% Non refillable / One-piece Europe Brazil USA 9% Double-Edge In the 70’s, BIC revolutionized wet shaving when it launched the ﬁrst one-piece shaver: the single blade “classic”, which still generates sales of nearly one billion shavers per year. In recent years BIC has focused its new products, sales and marketing efforts on the higher performing three-blade and four-blade sub-segments, launching products such as: This market can be separated into three product segments as seen above, with systems and one-piece driving the growth. Inside these two segments, new products drive most of the growth by offering everincreasing improvements in performance; and by offering products with added features. The pace of new product activity rarely slows, so a productive new product development program is a requirement for ongoing success. • • For Men: BIC® Comfort 3®, BIC® Easy/Hybrid 3-blade, BIC® Flex 4, BIC® Flex 3; For Ladies: BIC® Soleil® 3-blade, BIC® Soleil® Bella™ 4-blade. The business results show evidence of BIC’s ability to meet the expectations of increasingly demanding consumers. BIC Group - 2011 Registration Document 13

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1 - Group presentation Business presentation Other Consumer Products Other Consumer Product category includes various strategic and tactical activities: • BIC Sport: Today, BIC Sport is one of the world leaders in surfboards and among the world leaders in wind surfboards. It has also expanded into new markets including kayaks. BIC Sport products are designed and mainly produced in Vannes (France). Sales are mainly realized through specialized stores and sporting goods superstores; PIMACO business to business divisions: in 2011, BIC disposed the PIMACO business to business divisions in Brazil; DAPE 74 Distribution: sales to tobacco shops in France; A range of both BIC® and non BIC®-branded products: such as pantyhose sales in Greece, Austria and Ireland, batteries, a line of shaving preps; all of which are designed to tactically grow the presence of the BIC® brand in key markets; Other Consumer Products also include the licensing revenues derived from the BIC® Phone, the simple cell phone 100% ready to go and refillable, launched in partnership with different telecom operators in Europe (France, Spain, Belgium). More than 780,000 BIC® Phone have been sold since the launch of the product. more than 20 different segments. 17 of them are included into the “Hard Goods” category which represents 51% of the total market. The other signiﬁcant segment is Apparel (32% of the market), Writing instruments (9% of the market) and Calendars (8% of the market). This industry is very fragmented at all levels, with a large number of suppliers and distributors. Advertising and Promotional industry suppliers sell their products to numerous large, mid-size and small distributors. Through its BIC Graphic business, BIC has been involved in Advertising and Promotional Products since the late 60’s, mainly in writing instruments, and has always been recognized for its excellence in customer service, printing quality and delivery. Several strategic acquisitions have been made in recent years, beginning in 2007 with Atchison® bag brand in the USA. The acquisitions of Antalis Promotional Products and Norwood Promotional Products in 2009 have signiﬁcantly strengthened BIC position as a worldwide leading Advertising and Promotional Products supplier (1). BIC APP is the No. 2 supplier in the USA, in Europe and beneﬁts from a signiﬁcant presence in Latin America, Australia, Africa and Asia (through its sourcing activities). BIC APP offers a large and diversiﬁed range of product to its more than 30,000 distributor clients, from stationery products to hard goods such as drinkware and small electronics. • • • • D ADVERTISING AND PROMOTIONAL PRODUCTS Advertising and Promotional Products are items such as stationery products, clothing, bags, awards, and drinkware that are imprinted with a logo or advertising message to support a company’s marketing and media strategy. It is cyclical and related to companies’ advertising, promotions and discretionary investments. It has been strongly impacted by the recent economical crisis. Total worldwide market size is estimated at more than 13 billion U.S. dollars (suppliers’ level). The U.S and Canadian markets represent around 55% of the total, Europe approximately 30% and the rest of the world (mainly Latin America) 15%. The promotional products business is a diverse product category. In the USA , the PPAI (Promotional Product Advertising Industry) identiﬁes 2011 BIC APP net sales breakdown 18% Calendars 47% Stationery 35% Hard Goods BIC APP realizes 18% of its net sales in the calendar business and, with approximately 13% market share, is the leader of promotional calendars in the USA. The calendar market is a highly seasonal activity, with 90% of the sales shipped in the second Half of the year. Advertising and promotional industry organisation Suppliers Distributors Companies End-users - Manufacturing, assembly or sourcing - Printing - Traditional sales teams - Dedicated special market teams - Direct marketing - Brand awa

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1 - Group presentation Business presentation D RESEARCH AND INNOVATION Since the creation of the company in the early 50’s, BIC has formulated a clear vision: “Offer simple, inventive and reliable products, for everyone, everywhere, every time”. Since then, BIC has been dedicated to making available and affordable everyday products for everyone and, as a consequence, research and innovation are part of the BIC DNA. In 2011, there were approximately 150 employees located in Europe and North America in the research, development and innovation functions. In 2011, BIC invested approximately 1.3% of sales in research and development of new products; new products and line extensions accounted for 22% of BIC Group sales. Research, development and innovation functions are organized by category. Each business manages its own factories, its own R&D and its own marketing teams, which are also responsible for innovation. • In Shavers, research is organized around multi-disciplined project/ product development teams that are composed of members from blade, design, engineering, packaging, quality and industrialization. Fifteen to twenty new products are developed each year, from line extension to new product launches. BIC is using internal and external panels of experts in order to evaluate and validate product performances in live conditions. BIC also beneﬁts from fundamental research partnerships with large universities and research laboratories around shaving efficiency and manufacturing process. In Advertising and Promotional Products, BIC APP has a global approach to new product development and service innovation based on BIC’s long history of developing simple and long-lasting products. BIC APP relies on a dedicated global marketing team committed to research efforts into both customers/distributors and end-users. Improving or developing new printing technology is also a part of BIC APP quest to differentiate ourselves from the competition. With regard to product research and development, signiﬁcant market research is conducted to identify products based on distributor and end-user demand insights. BIC APP’s supply chain and sourcing organization are centralized for maximized efficiency, price and quality controls. Fuel Cell: for nearly ten years, BIC has been developing hydrogen fuel cartridges which are connected to the fuel cell device and replaced once the fuel is depleted. BIC Group announced in November 2011 the acquisition of the assets of Angstrom Power Incorporated, Vancouver, B.C., a company specializing in the development of portable fuel cell technology. BIC’s hydrogen fuel cartridge technology and the Angstrom fuel cell device technology are complementary. BIC and Angstrom prototype designs have demonstrated high levels of performance and efficiency. BIC expects to bring a portable fuel cell device and fuel cell cartridge to market in 2 to 5 years. • • In Stationery, BIC continuously innovates to bring state-of the art writing technology to its consumers and offers an average of 20 new products to consumers every year. The Stationery R&D department is organized around two sections: design which focuses on the mechanical properties of products and Ink Systems whose focus is inks’ improvements. Very speciﬁc in the stationery industry, all the components of our products are developed and produced internally, up to the moulds and machines that will be used for production. This allows us to have the full control of the quality and reliability of the products we produce to offer consumers maximum satisfaction. In Lighters, conception of new products as well as product and process innovation in the gas lighters field are under strict constraints linked to the potentially dangerous nature and widespread uses of the product. For BIC, every development step must fulﬁll the imperative requirement of safety as a BIC® lighter must be – and remain – safe during its full life time for a normal use or even a reasonably foreseeable misuse

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1 - Group presentation History 1.4. History 1950 • In 1945, Marcel Bich bought a factory in Clichy, France, and set up business with his partner, Édouard Buffard, as a maker of writing instruments parts. In 1950, after improving the ballpoint pen originally invented by Hungarian Laslo Biro, he decided to launch this revolutionary new product on the French market. He named the pen pointe “BIC®” in a shortened and easily memorable version of his own name. 1992 • To broaden its range of stationery products, BIC purchases Wite-Out®, the American brand of correction products. 1997 • Purchase of the Tipp-Ex® brand, the leading European brand of correction products and Sheaffer®, a high-end brand of writing instruments. 1953 • Marcel Bich and Édouard Buffard created SOCIÉTÉ BIC to manufacture and distribute BIC® ballpoint pens. 2004 • • Acquisition of BIC’s Japanese distributor, Kosaido Shoji, an important step in BIC Group’s development in Japan, the world’s second largest stationery market. Penetration of a new market segment in stationery, the reﬁllable school fountain pen, with the acquisition of Stypen® in France. 1954 • Expansion in Italy. 1956 • First step in Brazil. End 2005 • BIC opens its own stationery production facility in China. This direct presence in China allows the Group to better understand how to manufacture products locally and develop products speciﬁcally for Asia. 1957 • Development in United Kingdom and the Sterling zone. 1958 • The Company purchases the Waterman Pen Company in the USA and enters the North American market, developing this market in parallel with the Africa and Middle East regions. 2006 • The purchase of PIMACO Company, Brazil’s leading manufacturer and distributor of adhesive labels broadened BIC’s range of stationery products in Latin America. 1969 • Entry in Advertising and Promotional Products through the writing instrument segment. 2007 • Acquisition of Atchison Products Inc., a supplier of imprinted promotional bags in the USA, a strong addition to our promotional products business. November 15, 1972 • SOCIÉTÉ BIC is listed on Paris Stock Exchange. 2008 • In July, partnership brand agreement with Orange to launch the BIC® Phone in France, the simple cell phone that is 100% ready to use. In November, opening of a new shaver packaging facility in Mexico to improve customer service levels in North America, reduce inventory and enhance cost savings through reduced freight volume and transportation costs. In December, acquisition of Antalis Promotional Products entities (Sequana Group). Antalis Promotional Products is European based and distributes a wide range of promotional products (pens, watches, T-shirts, diaries, gadgets and original business gifts). This activity is consolidated in the Group accounts since April 1, 2009. 1973 • BIC diversiﬁed its product portfolio and launched the BIC® lighter with adjustable ﬂame. Its reliability and quality made it an immediate success. • 1975 • BIC is the ﬁrst to launch a one-piece shaver. • 1981 • The Group diversiﬁes in the leisure industry with its subsidiary company, BIC Sport, specializing in windsurf boards. 16 BIC Group - 2011 Registration Document

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1 - Group presentation History 2009 • In January, BIC signs a definitive agreement with Indian Cello Group whereby BIC Group was to acquire 40% of the Cello writing instrument business which was being carried out by 7 entities, for 7.9 billion Indian rupees. As part of the agreement, BIC beneﬁts from a call option in 2013 to increase its stake to 55% at a price based on a formula tied to earnings. On March 5, 2009 BIC’s acquisition of 40% of 6 entities (out of 7) is completed for a sum of 3.8 billion Rupees. This proportionate share of Cello Pens net income has been accounted through the equity method in BIC Group accounts since April 1, 2009. In April, launch of a worldwide cost reduction plan to adjust to the slowdown of its key markets. This initiative negatively impacted full year 2009 IFO by 34.4 million euros. The impact on proﬁt was partially offset by the negative goodwill related to the Antalis Promotional Products acquisition. In June, acquisition of Norwood Promotional Products leader in calendars, bags, awards, drinkware and other promotional goods in the USA. Total consideration for the acquisition was 125 million U.S. dollars plus 31 million U.S. dollars in assumed liabilities. Norwood Promotional Products is consolidated in BIC accounts since July 1, 2009. 2010 • In January, Cello management proposed to the BIC Group to unwind and terminate the deﬁnitive agreements signed on January 21, 2009 “on terms and conditions to be mutually agreed between the parties”. BIC Group conﬁrmed its intention to ensure their implementation. On August 4, 2010, BIC announced that it is iniating arbitration proceedings in order to enforce the full completion of these agreements, meaning the completion of the acquisition of 40% of one remaining entity. In February, consolidation of BIC APP San Antonio, Texas facility into other existing BIC APP U.S. locations, as well as the relocation of Norwood PP Indianapolis, Indiana headquarters to Clearwater, Florida. In June, divestiture of BIC APP funeral product business for a total amount of 17.3 million euros. • • • • • 2011 • • In ﬁrst Half, disposals of PIMACO business to business divisions in Brazil and REVA peg business in Australia for 7.6 million euros. In April, acquisition of Sologear LLC, maker of FlameDisk®, a portable charcoal-alternative heat source for grilling for 1.0 million euros. The FlameDisk® product complements our Multi-Purpose lighter business. In November, acquisition of the assets of Angstrom Power Incorporated, a company specialized in the development of portable fuel cell technology for 13.5 million euros. 1 • BIC Group - 2011 Registration Document 17

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1 - Group presentation Property, plant and equipment 1.5. Property, plant and equipment 79% of the BIC® products (80.9% in the consumer product business; 71.1% in the Advertising and Promotional Product business, BIC APP) are produced in BIC owned factories or by local manufacturers (notably in Africa). The rest of BIC® products, i.e. 21%, are made by contract manufacturers. BIC has 23 main own factories around the world: • • • • 12 factories are dedicated to manufacturing stationery products; 4 plants are dedicated to manufacturing lighters; 3 plants are dedicated to manufacturing shavers; 4 plants are dedicated to Advertising and Promotional Products. Main industrial sites Factories - Stationery - Lighters - BIC APP Factories - Stationery - Lighters - Shavers Factories - Stationery Sourcing offices Factories - Lighters - BIC APP Warehousing Factories - Shavers Factories - Stationery Packaging - Shavers Factories - Stationery Factories - Stationery Factories - Stationery - Lighters - Shavers Factories - Stationery 18 BIC Group - 2011 Registration Document

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1 - Group presentation Property, plant and equipment Existing material tangible fixed assets, including leased properties, and any major encumbrances thereon COUNTRY BRAZIL USE Offices Offices and factory Factory and warehouse SPAIN Factories and offices Warehouse USA Offices Factories LOCATION Cajamar Rio de Janeiro Manaus Tarragona Barcelona Shelton, CT St. Petersburg, FL Milford, CT Gaffney, SC Charlotte, NC Sleepy Eye, MN Red Wing, MN Offices and factory Warehouses Clearwater, FL Charlotte, NC Arlington, TX Warehouse and factory FRANCE Offices Factories Janesville (to be sold in 2012) Clichy Boulogne-sur-Mer Cernay Longueil Sainte-Marie Montévrain Redon Samer Vannes GREECE MEXICO Factory and offices Factories and offices Anixi Mexico City Saltillo Warehouse Tlalneplantla OWN/LEASE Lease Own Own Own Lease Own Own Own Own Lease Own Own Own Own Lease Own Own Own Own Own Own Own Own Own Own Own Lease Lease MAIN MANUFACTURED PRODUCTS Stationery, stickers Stationery (ball pens, graphic pencils, coloring pencils), Lighters, Shavers Stationery (ball pens, mechanical pencils, sticky notes), Lighters, Printing Printing Lighters Stationery (markers) Packaging Promotional calendars Printing and engraving Stationery (printing, sticky notes) Awards and plaques Stationery (writing and coloring felt pens, mechanical pencils, markers, white boards) Stationery (inks, dyes) Shavers Stationery (ball pens) Lighters Stationery (graphic and coloring pencils, leads) Stationery (ball pens), Other products (windsurﬁng, surfboards, boats) Shavers Stationery (ball pens, mechanical pencils, correction tapes) Packaging - 1 Major related encumbrances correspond to depreciation and rents. BIC Group - 2011 Registration Document 19

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1 - Group presentation Risk factors 1.6. Risk factors D INTRODUCTION BIC pursues an active and dynamic approach of risk management. The purpose of this approach is to enhance the Group’s capacity in identifying, managing and monitoring major risks that could affect its personnel, assets, environment or reputation, as well as the Group’s ability to reach its objectives and abide by its values, ethics or laws and regulations. The approach is based on identiﬁcation and analysis of the main risks to which the Group is exposed, particularly those related to the following areas: ﬁnancial markets, legal, industry and environment, strategy and operations. A description of the risk management system is disclosed in the Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company - see Corporate Governance § 3.3.2.2.3 - Risk management. The risk factors set out below are not the only ones faced by the Group. Other risks and uncertainties of which the Group is currently unaware or that are deemed as not signiﬁcant could also have an adverse impact on its business, ﬁnancial situation or results. Counterparty risk All financial instruments are set up with top-ranking banking institutions, making counterparty risk very low. The minimum Long Term Standard & Poor’s rating of main banking counterparties is A-. The scale of ratings goes from AA- to A-. It should be noted that the rating is one of the elements we follow to understand the counterparty risk, but it is not the only criteria we use. Counterparty risk of cash investment decisions is strictly studied (nature of assets, depositaries and conservators). The main part of the portfolio as of December 31, 2011 is on investment grade rated supports. Counterparty risk is estimated not signiﬁcant as of December 31, 2011. Liquidity risk BIC Group manages its equity to keep a cash position positive and available, and to achieve its development and/or external growth strategy. The excess cash and the funding needs of the Group are managed by the Group Treasury, following a secure policy guideline that aims for capital security and liquidity. The excess cash is mainly invested in monetary mutual funds, deposit and cash equivalents whose volatility is below 0.5 with a recommended holding period of less than three months. The more structural portion of the cash can be invested in monetary funds qualiﬁed as “dynamics”, with a recommended holding period that can be above six months. All the investments are valued mark-to-market twice a month by the Group Treasury and the target is to reach an average yearly performance above the Eonia capitalized rate. Throughout 2011, considering the financial market turmoil, the controls on our portfolio performance and on the composition of the funds in which we invest, were closely monitored. In that respect, we do not bear directly or undirectly any exposure from Greece, Ireland and Portugal. Furthermore, the Group Treasury has paid high attention to the diversiﬁcation of our investments in order to improve the pooling of risks and reduce the amount invested per counterparty. The most important mutual fund line in the portfolio at year end represents 15% of the total assets under management, and is qualiﬁed as regular monetary funds, liquid on a daily basis. D MARKET RISKS Foreign Exchange risk The Group main currency exposure is the EUR-USD rate. In 2011, the yearly net exposure for commercial ﬂows (280 million U.S. dollars) was hedged at the average rate of 1 EUR = 1.2846 USD. The permanent volatility of the ﬁnancial markets, and more particularly on Foreign Exchange, has brought us to reinforce our controlling and follow-up tools in order to make sure we constantly capture the most precise picture of our Foreign Exchange risks. Group Treasury has adequate means to identify the risks and reliable tools to manage the exposure. Regarding the 2012 exposure, as of December 31, 2011, 94% o

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1 - Group presentation Risk factors D INDUSTRIAL AND ENVIRONMENTAL – RELATED RISKS Risk typology The main industrial and environmental risks are related to the storage and use of dangerous, ﬂammable and non-ﬂammable products and substances. Among those are: impacts for the company and creates the administrative ﬁles. This person is the contact person for all entities on this topic. Since 2008, in response to REACH, BIC has in particular pre-registered 70 substances for 5 legal entities. Registration of those substances, with the European Chemicals Agency (ECHA), will take place in 2013 and 2018. BIC does not foresee any signiﬁcant provisions for environmental risks. In any eventuality, BIC considers the costs related to reparations of this type should not have any material impact on the Group’s results. • • • • gas for lighters in France, Spain, USA and Brazil; solvents for permanent markers and dry-wipe markers in France and the USA; solvents for industrial cleaning processes; storage of products containing gas and solvents. D STRATEGIC AND OPERATIONAL RISKS Risks related to Group’s acquisitions A part of the Group’s strategy is to grow with acquisitions. Acquisition could allow for geographical expansion or reinforcing existing categories. Business integration of an acquired company is one of the key elements of success. Following acquisition, the Group employs a highly qualified management team. Companies’ teams monitor progress of integration on a regular basis. Additionally, a cross functional task force supervises closely the integration plans, in particular the alignment of systems and procedures. Regulatory context The European regulation, REACH (Registration, Evaluation, Authorization and restriction of CHemicals) establishes a new regulatory framework for chemical substances and places responsibility on manufacturers to demonstrate the safety of the chemicals they use. The European SEVESO directive identiﬁes industrial plants presenting major accident risks. 1 Operational management of risks BIC maintains Environmental and Health and Safety Management Systems at each of its facilities to ensure that pollution prevention and risk prevention are fully integrated into daily operations: Risks related to competition While the end customers of the Group are mostly individual consumers, the Group sells a signiﬁcant part of its products to major retail chains. As matters of facts, the distribution market is subject to an intensifying concentration process, competitors follow a rationalization movement and major retailers develop their private labels. This continued trend of consolidation/rationalization processes could translate into a further reduction in the number of retail chains and in their corresponding assortments. It could increase consequently reliance of the Group on fewer retailers and further intensify competition. However, the Group’s international presence, its powerful brand and the diversity of its distribution channels help to mitigate the exposure to market concentration and competitors’ rationalization. BIC is closely monitoring sales and demands of distributors and pursues its efforts to differentiate its products from its competitors emphasizing innovative and economic solutions to satisfy consumer needs. • diligent attention is paid to the implementation and maintenance of release prevention measures and safety systems for gas and solvent storage areas. Suitable control devices and equipment are in place to minimize physical and chemical risks posed by hazardous substances. Priority is given to the use of ﬁre prevention systems and appropriate ﬁre detection and control equipment; hazard and risk assessments are conducted in the Group factories; procedures are established to identify, evaluate, and prevent incidents and accidents; the workforce is trained to recognize potential hazards, as well as to take preventive and corrective actions; compliance with local regulatory requirements is an integral par

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1 - Group presentation Risk factors Risks related to experienced employees and competencies The Group possesses speciﬁc competencies through experienced resources especially in manufacturing processes and business practices. The loss of experienced employees could lead in slowing down the implementation of Group development plans. It could also result in the inability to implement the Group’s strategy. The Group therefore focuses on identifying, developing and managing experienced resources. Succession plans based on a detailed analysis of Group’s resources have been prepared and implemented. Additionally employee training is subject to a specific attention with related programs (see Social and environmental responsibility § 2.4 Workforce information). D INSURANCE – COVERAGE OF ANY RISKS TO WHICH THE ISSUER MAY BE EXPOSED BIC is covered by: • • insurance for “Civil Responsibility” including environmental risk related to gradual pollution and accidental pollution; insurance for operational damages and loss that covers all the sites. Management believes that coverage and limits of these policies are appropriate. The objective of the Company’s property and liability program is to develop a uniformly high level of risk management and insurance protection for all of the BIC operating entities. This, in turn, will protect the corporate assets and earnings against insurable perils and controllable risks. BIC believes in the risk management process as a means of protecting its assets from the adverse effects of accidental loss. That is, the practice of identification, analysis and management of all risks in relation to its operations. This discipline of risk management is expected to be practiced at all levels of the organization. In those areas where it is able to exercise effective loss prevention and loss control, BIC retains a portion of the risk. While BIC relies on its proactive philosophy of managing risk for the protection of its assets, it nonetheless purchases insurance to protect against catastrophic loss, or in some cases, the probable exposure to loss, when taking into account its risk control programs. The global cost estimate of the BIC Group policy insurance amounts to approximately 5 million euros. The total amount covered by the property damage/business interruption insurance amounts to approximately 3.5 billion euros. It is BIC’s intent to control risk through effective management techniques, as well as insurance, in order to meet its long-range objectives of continuous operation, growth and proﬁt. By meeting the above criteria, BIC’s assets and proﬁtability should be protected to the greatest extent possible. Litigation related to product liability is primarily in the USA. Provisions to cover the risk related to those liabilities are limited to 1 million U.S. dollars, which is the amount of the deductible for each individual case. Effective 2011, the deductible was increased to 2 million U.S. dollars for these liabilities. The sole captive insurance company held by the Group is Xenia Insurance Company Limited, which is wholly owned by BIC CORPORATION. Xenia was created as a means to provide coverage for certain risks which are not covered by traditional insurance. BIC is insured by Xenia Insurance Company Limited via three contracts. The ﬁrst issues product liability certiﬁcates of insurance for BIC CORPORATION customers. The second one is a structured risk policy that covers excess employment practices liability, environmental liability, patent infringement, punitive damages, product recall, Florida windstorm, Greece earthquake and unforeseen events. The third contract is a “DIC/DIL” policy that provides coverage for property and/or casualty events that are not covered or payable under any existing BIC policies. Risks related to anti-smoking measures Lighters are an important part of the Group net sales (28% in 2011). The Group’s lighter business is closely related to the worldwide sales of tobacco products. Howev

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1 - Group presentation Risk factors D OTHER SPECIAL RISKS Counterfeits Counterfeits, often of low quality, of most well-known BIC Group products circulate principally throughout Africa, Middle East, Eastern Europe and South America. They are produced mostly in Asia. These counterfeits are mainly focused on the shape of our products and on BIC® trademark. In order to protect our brand image and our economic interests, the Group, through its counterfeiting department, ﬁghts against these counterfeits by working in close cooperation with local enforcement authorities. Lighters – Non compliance with safety standards The BIC Group is confronted with competition from low cost lighters that in Europe often do not comply with safety standards, especially the ISO 9994 international safety standard. The Group ﬁghts against such lighters through communications activities informing the different stakeholders (customers, market surveillance authorities…) as well as legal actions, particularly before the European Commission requesting that an infringement procedure be opened against the Netherlands, ﬁrst lighters importing European member state, for lack of enforcement of the standards. 1 BIC Group - 2011 Registration Document 23

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2 SOCIAL AND ENVIRONMENTAL RESPONSIBILITY 2.1. The BIC Sustainable Development Program 2.2. Environmental data 2.3. Societal information 27 2.4 Workforce information 32 47 41 BIC Group - 2011 Registration Document 25

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2 - Social and environmental responsibility The BIC Sustainable Development Program 2.1. The BIC Sustainable Development Program D 2.1.1. THE BIC VISION FOR SUSTAINABLE DEVELOPMENT D 2.1.2. SUSTAINABLE DEVELOPMENT ORGANIZATION AND MONITORING The story of BIC is ﬁrst and foremost the story of a vision: “To offer simple, inventive and reliable choices for everyone, everywhere, every time.” For more than 60 years, BIC has been building on the fundamentals that constitute the strength of its economic model: 2.1.2.1. Organization Managing sustainable development is based on a continuous improvement approach deployed across the entire BIC Group, and this approach beneﬁts from a dedicated structure. This structure includes a Sustainable Development Team made up of 25 members of different nationalities representing major Group functions; the team meets twice a year and is chaired by the Group’s CEO. Taking action at the decision-making and operational levels, this team’s role is to propose strategies and corresponding action plans to the BIC Group Executive Committee. It then reports on the implementation of programs. Since it began in 2004, BIC’s cross-organizational approach has worked its way deeper and deeper into the hearts of each department. Marketing teams, for example, try to consider the environmental stakes right from the design stage for new products. The operational approach is implemented through local correspondents all around the world, as well as a Sustainable Development Director in Europe. The Sustainable Development Director coordinates these missions and reports to one of the Group’s two Executive Vice-Presidents. • • • • classic products with a focus on continuous improvement in quality; innovations that keep pace with the changing needs of consumers, some of whom seek products with greater added value; a worldwide presence that becomes more ﬁrmly established every year in developing markets like Latin America, Africa, the Middle East and Asia; a constant effort to control manufacturing costs, backed by a highly efficient industrial tool. This simple, pragmatic and ambitious economic model has given the Group a considerable advantage in adapting to the new challenges of globalization in the business world and to the current uncertain economy. Simplicity, pragmatism and ambition were also the bywords for the deﬁnition in 2003 of the Group’s sustainable development approach — an important aspect of corporate responsibility. The pursuit of that approach since then has enabled BIC to exert better risk control and seize opportunities as they arise. Through this Program, the BIC Group seeks to: 2 • develop ecological common sense: in order to limit its consumption of natural resources, the Group strives to minimize the use of raw materials in its products and packaging, while gradually introducing new eco-friendly, recycled or renewable materials; reduce its environmental impact: because BIC measures the environmental impact of its products, factories and transport activities, it has a basis for implementing actions to reduce environmental impact; build day-to-day relationships based on trust: BIC also focuses on strengthening employee skills and employability, while promoting local initiatives to support communities. The BIC Group Code of Conduct is implemented in BIC factories and by BIC contract manufacturers, and the Group’s plastics suppliers are evaluated according to environmental, social and governance criteria. • • BIC pilots and evaluates the progress of its Sustainable Development Program with the BIC Barometer, which defines ten sustainable development commitments associated with ten performance indicators and is updated every three years. BIC Group - 2011 Registration Document 27

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2 - Social and environmental responsibility The BIC Sustainable Development Program 2.1.2.2. The BIC Sustainable Development Barometer: a monitoring tool Since 2008, the Group has based the application of its sustainable development approach on a management tool: the BIC Sustainable Development Barometer. This Barometer deﬁnes ten commitments addressing the key challenges: the environmental performance of BIC’s products and packaging, the environmental performance of its factories, the impact of its transport operations on climate change, safety in the workplace, its employees’ personal development, compliance with the Code of Conduct and the Group’s commitment to local communities. This approach is implemented on a worldwide scale (except for BIC APP in certain cases). The Barometer’s objectives are set for three years, and progress in each area is measured annually. For its second edition, the 2011-2013 Barometer deﬁnes ten new commitments associated with performance indicators. The three major themes (products, industry, social) that were originally addressed have been identiﬁed as still being pertinent, although some of the commitments have evolved to expand their scope of application, increase their legibility or pertinence, and make them more ambitious while remaining realistic. For example, the new Barometer sets speciﬁc goals for the reduction of water and energy consumption and waste production in the factories. The 2008-2010 Barometer deﬁned the objectives that BIC had pledged to reach by December 2010. An overall improvement of 21 points was achieved, from 58% to 79%. The objectives were reached, with scores of 100%, in four areas: measuring the products’ environmental performance, reducing the factories’ GreenHouse Gas (GHG) emissions, employee training and strengthening our commitment to our communities. Considerable progress was made in other areas, such as the supply of products with environmental beneﬁts. The two main areas for improvement are the eco-optimization of packaging worldwide and reducing the GHG emissions from our transport operations. D GLOBAL BAROMETER “The BIC Sustainable Development Barometer provides a pragmatic way to monitor the Company’s commitment. It also encourages ﬂuid communication within all teams by giving clear direction for 3 years and precisely reﬂecting our progress.” Mario Guevara, CEO The global score is the average of the 10 scores Dec. 2011 6 Jan. 2011 0/10 Objective 10/10 Dec. 2013 How is performance measured by the BIC Sustainable Development Barometer? • • • • • • It deﬁnes the 10 priority indicators for the Group in terms of sustainable development for the 3-year period 2011-2013. The 10 indicators were deﬁned in cooperation with the functions concerned and approved by the CEO. It covers the perimeter of the BIC Group, unless speciﬁed. The « Jan. 2011 » reference value corresponds to the value at the year-end 2010. The indicators are graphically represented as follows: the January 2011 reference value is equal to a 0/10 rating; the 2013 objective is equivalent to the rating 10/10. When an indicator includes several objectives, its representation is the average of their progress. The barometer is consolidated at the beginning of each year. 28 BIC Group - 2011 Registration Document

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2 - Social and environmental responsibility The BIC Sustainable Development Program D PRODUCTS Environment 1 Measure the environmental performance of BIC® products* D INDUSTRY Management systems 4 Deploy and maintain management systems in BIC factories D SOCIAL Working conditions 7 Reduce workers’ accidents ❙ In 2013, 90% of BIC® products will have been ecomeasured (Values Jan. 2011: 86.5% - Dec. 2011: 87.9%) Dec. 2011 ❙ In 2013, 100% of BIC factories will have Environmental and Health & Safety management systems (Values Jan. 2011: 92 % - Dec. 2011: 94%) ❙ In 2013, the Group accident incidence rate will be at 8.65, i.e. a 5% reduction (Values Jan. 2011: 9.11 - Dec. 2011: 7.77) ❙ In 2013, the Group accident severity rate will be at 0.37, i.e. a 5% reduction (Values Jan. 2011: 0.39 - Dec. 2011: 0.36) 4 Jan. 2011 0/10 Dec. 2013 ❙ In 2013, 80% of the employees will work in ISO 14001 certiﬁed factories Dec. 2011 (Values Jan. 2011: 66 % - Dec. 2011: 66 %) Dec. 2011 1.5 Jan. 2011 0/10 10 Dec. 2013 Jan. 2011 0/10 Dec. 2013 2 Offer BIC® products with environmental beneﬁts* ❙ In 2013, 50% of BIC® products will have at least one environmental beneﬁt (Values Jan. 2011: 47.4% - Dec. 2011: 48.5%) Dec. 2011 8 Deploy and maintain the BIC Group Code of Conduct Energy, water, waste 5 Dec. 2013 ❙ In 2013, 100% of BIC Consumer Products 4.5 Jan. 2011 0/10 Improve the environmental performance of BIC factories* ❙ In 2013, energy consumption will be 13.29 GJ per ton of production, i.e. a 3% reduction (Values Jan. 2011: 13.70 - Dec. 2011: 12.87) factories and contract manufacturers will have signed the BIC Group Code of Conduct, will have been audited and monitored on a regular schedule (Values Jan. 2011: 62% - Dec. 2011: 75%) ❙ In 2013, 100% of BIC Consumer Products ❙ In 2013, water consumption will be 8.15 m³ per ton of production, i.e. a 3% reduction (Values Jan. 2011: 8.40 - Dec. 2011: 8.00) 3 Offer eco-optimized packaging* ❙ In 2013, the average weight of the packaging per product unit will be 4.38 g, i.e. a 2% reduction (Values Jan. 2011: 4.47 - Dec. 2011: 4.49) Dec. 2011 ❙ In 2013, non recycled waste production will (Values Jan. 2011: 0.0934 - Dec. 2011: 0.0863) factories and contract manufacturers will have signed the BIC Group Code of Conduct, will have been audited (if located in a high risk country) and monitored on a regular schedule (Values Jan. 2011: 32% - Dec. 2011: 75%) 2 be 0.0924 ton per ton of production, i.e. a 1% reduction Dec. 2011 4.5 Dec. 2011 Jan. 2011 0/10 0 Jan. 2011 0/10 Dec. 2013 10 Dec. 2013 Jan. 2011 0/10 Dec. 2013 Employability Transportation 6 ❙ Reduce GreenHouse Gas emissions (GHG) from our transport operations In 2013, GHG emissions will be 0.926 tons CO2 -e per ton of products for intra-company transport, i.e. a 4% reduction* (Values Jan. 2011: 1.182 - Dec. 2011: 0.796) Jan. 2011 0/10 9 Develop employees’ training ❙ In 2013, 80% of employees will have received one training (Values Jan. 2011: 70% - Dec. 2011: 85%) Dec. 2011 10 Dec. 2013 ❙ In 2013, the reduction of GHG emissions will be a selection criterion for at least 75% of the Group’s transportation tenders (Values Jan. 2011: 10% - Dec. 2011: 28%) Donation Dec. 2011 10 Dec. 2013 6.5 Jan. 2011 0/10 Maintain our commitment toward our communities communities will be more than 0.5% of pretax proﬁt (Values Jan. 2011: 0.5% - Dec. 2011: 0.5%) ❙ In 2013, contribution toward our Dec. 2011 10 Jan. 2011 0/10 Dec. 2013 * BIC APP (Advertising and Promotional Products) excluded. BIC Group - 2011 Registration Document 29

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2 - Social and environmental responsibility The BIC Sustainable Development Program D 2.1.3. THE BIC SUSTAINABLE DEVELOPMENT POLICIES BIC Group’s sustainable development approach is based on a set of documents that deﬁne our vision and gives a frame to each employee’s everyday activities in order to ensure compliance with the principles of sustainable development. The ﬁve Values. The Group’s philosophy “Honor the past, Invent the future” symbolizes for BIC a respect for its heritage, which is one of the keys to its success, as well as the way in which its co-workers build the future of the Group together. BIC’s heritage encompasses many aspects: an entrepreneurial spirit, products that have become icons within their markets, irreproachable quality, attention to detail, and the commitment of the employees who have built the BIC® brand. This philosophy constitutes a central element of BIC’s culture and arises from the following ﬁve shared Values: document are applied at all production facilities, whether owned by the Group or operated by contract manufacturers. The Code of Conduct is based on the following ten principles: • • • • • Ethics: We conduct our daily business with Honesty, Trustworthiness and Respect; Responsibility: We deliver our commitments to consumers, customers and colleagues; and we hold ourselves accountable for our work and our decisions; Teamwork: We believe that a diversity of people from different cultures keeps our minds open to new opportunities; and that working in teams allows us to take advantage of these opportunities; Simplicity: We believe that simple solutions are often the best solutions. When faced with complexity, we respond with clarity; Ingenuity: We ﬁnd clever, practical and efficient solutions to the challenges that confront us. • • • • • • • • • • a safe and healthy work environment; fair wages and reasonable working hours; no child labor; no forced labor; no discrimination; freedom of association; legal compliance; no animal testing; environmental responsibility; publication of the Code. BIC carries out regular inspections to ensure the proper implementation of this Code of Conduct throughout the Group (see part 2.3.2). The Product Safety Policy ensures that product safety is taken into account starting with the design phase. In addition, BIC has adopted seven speciﬁc commitments to ensure the quality and safety of its lighters (see part 2.3.1.2). The Environment, Health & Safety (EH&S) Policy, deﬁned in 2005 and signed by the CEO, codiﬁes the Group’s commitment to minimizing the impact of its industrial activities. BIC Group is committed to: Since 2007, the BIC Code of Ethics has deﬁned the fundamental ethical principles that the Group asks all of its employees to follow under all circumstances and everywhere in the world. The objective is to build and sustain an authentic corporate culture of integrity, honesty and fairness. The Code of Ethics comprises: • • • • • pollution prevention; risk prevention; regulatory compliance; continuous improvement; awareness and involvement. • 11 standards covering the following aspects: respect for fundamental Human Rights, respect for the environment, compliance with the law, listening and communicating, and the prevention of any form of corruption; 12 principles governing the behavior of BIC employees in order to control risks arising from conﬂicts of interest, the protection of the Group’s assets, professional commitment, and our relationship with our stakeholders; a Guide listing the questions that all BIC employees must ask themselves in order to assess their level of compliance with the Code of Ethics and facilitate its understanding and implementation. The BIC Charter of Diversity, which was signed by the CEO and the Group’s Human Resources Director in 2011, demonstrates the Group’s desire to take action for the promotion of diversity. Shared by all of our entities worldwide, this charter deﬁnes our commitment to continually improving and educati

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2 - Social and environmental responsibility The BIC Sustainable Development Program In an effort to cover all aspects of sustainable development, BIC has added the following elements to its body of framework documents: 2.1.4.1. The BIC panel In order to have an outside point of view on its sustainable development approach, BIC has organized a panel of four stakeholders: two customers (Lyreco and Maroc Stylo), one service provider (Norbert Dentressangle) and one investor analyst (Oddo Securities). The panel is consulted once a year during individual reviews that enable each member to: • BIC has instituted a follow-up Procedure for consumer inquiries and complaints. This procedure ensures in particular that all complaints are recorded in the dedicated database, that the technical teams are informed of the nature of the problem, and that an appropriate response is provided. In 1997, BIC declared a worldwide Moratorium on all animal testing. The company is committed to using reliable alternatives to animal testing made possible by the latest technological breakthroughs. The Purchasing Department has drafted a document codifying BIC’s 3 golden rules for purchasing. By complying with these rules, the company is committed to emphasizing ethical behavior in relation to its suppliers while ensuring that the latter adhere to BIC’s values of sustainable development. BIC Group’s U.S. subsidiary (BIC CORPORATION) has instituted a speciﬁc process that combines a local Code of Ethics as well as a Policy to pursue non-discriminatory hiring practices and to combat harassment in the workplace. These two documents are given to new hires, who are asked to sign them, attesting that they have received and read them. A copy of the Code of Ethics is periodically sent to all employees along with a questionnaire that allows them to detect possible violations. These policies are backed by an alert procedure, indicating the person to contact. • • • • • • comment on the company’s policies and practices; suggest improvements that can be integrated into action plans; outline future needs and expectations; formulate an opinion on the Group’s Sustainable Development Program. • 2.1.4.2. Participation in working groups and sector dialogs BIC participates in the activities of trade associations and interprofessional working groups in its capacity as a major player in the sector. The Group is active in the following organizations: • • • • • • • Standards development committees for lighters, writing instruments and toys; the French advisory group on corporate social responsibility (ORSE); AGRION, ILEC – Environment Committee, think tanks on sustainability; the European Federation of Lighter Manufacturers (EFLM); the European Writing Instruments Manufacturers Association (EWIMA); the North American Writing Instrument Manufacturers Association (WIMA); the ADEME/AFNOR platform for environmental score posting. 2 D 2.1.4. INTERACTION WITH THE STAKEHOLDERS BIC fosters a regular, transparent dialogue with its major stakeholders: its employees, shareholders and the ﬁnancial community, customers and consumers, local communities, suppliers and contract manufacturers, as well as government authorities. In 2011, BIC’s commitment to sustainable development resulted in numerous presentations and meetings with the Group’s stakeholders, including in particular: 2.1.4.3. Dialoging with the ﬁnancial community Shareholders and the ﬁnancial community are updated on BIC’s progress in sustainable development at various events throughout the year. In 2011 these included: • major customers or buyers for large French corporations, in meetings organized upon their request or initiated by BIC. These events often involved both the BIC and customer Sustainable Development Teams; technical and institutional experts for specific projects on, for example, the environmental performance of BIC® products, their impact at the end of their life, etc.; the ﬁnancial community and the Group’s shareholde

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2 - Social and environmental responsibility Environmental data 2.2. Environmental data D 2.2.1. GENERAL PRINCIPLES Right from the start, BIC® products have been designed and made with “just what’s necessary” (1) in terms of raw materials, leaving out anything that is superﬂuous. BIC produces and markets consumer products that are lightweight, have a long performance life, and that are affordable by everyone. BIC Group constantly seeks to offer products that anticipate the needs of its consumers and its stakeholders. The Group meets these challenges through an approach based on innovation: analysis of product life cycles, a product range using alternative materials, reﬁllable products, materials research, and a strategy of ecolabeling. To produce its products, BIC uses resources such as water, metals, plastics and energy and generates waste. To minimize its products’ primary environmental impact, namely the use of these non-renewable raw materials, BIC has developed three ecodesign solutions: our engineering companies, and the packaging operations. The scope excludes several very small facilities. Starting in 2010, this report includes the Advertising and Promotional Products (APP) factories acquired in 2009. The activity in portable fuel cells acquired in 2011 has not been included in the perimeter. To ensure that the published data is more reliable, information from previous years may be corrected or ﬁne-tuned when necessary. In 2011, 2010 production data for BIC APP have been corrected; as a consequence, the Group’s ratios per tonne of production have been recalculated. D 2.2.3. MANAGEMENT SYSTEMS The Group’s industrial Policy on Environment, Health & Safety (EH&S) is based on the implementation of pragmatic management systems to ensure that everyone gets involved, as well as the ongoing improvement of operational performances. In order to help the production sites deploy these management systems, BIC has a team of three EH&S experts representing the factories in Europe, North America and Latin America. This team ensures that these facilities comply with the Group’s policy and objectives, and monitors their performance by consolidating, analyzing and communicating the results achieved. Within the framework of the management systems, action plans are deﬁned to limit environmental impact. Simple targets are set for the factories, contributing to BIC’s overall environmental performance while meeting their own speciﬁc challenges (production, resources, geographic location, etc.). In 2011, the implementation of management systems is 95% complete for the environment and 94% complete for health and safety. • • • minimizing the quantity of materials used in the manufacturing of each product, while ensuring long-lasting performance; using new materials from either vegetable or recycled origin; developing reﬁllable products. While the need in terms of raw materials is determined mainly by the design of the products, the factories that manufacture BIC® products assume the important responsibility of optimizing their water and energy consumption, GreenHouse Gas (GHG) emissions and waste production. In its Environment, Health & Safety (EH&S) Policy, BIC conﬁrms its responsibility to minimize its environmental impact. This policy codiﬁes the Group’s commitment to improving its industrial activity, from production to distribution, in order to protect the environment as much as possible. It applies to all of the Group’s factories, including, since 2010, the BIC APP (Advertising and Promotional Products) sites acquired in 2009. D 2.2.2. SCOPE AND CHOICE OF INDICATORS SOCIÉTÉ BIC has chosen to broaden the scope of this report beyond that outlined in Article 116 of the Law on New Economic Regulations, which prescribes the environmental data required only from publicly traded companies. In addition, the BIC Group has chosen to anticipate the new requirements of Article 225 of France’s Grenelle II law, concerning the reporting of environmental,

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2 - Social and environmental responsibility Environmental data employees’ understanding of the challenges that lie ahead. In 2011 the training focused primarily on familiarizing employees with the BIC Sustainable Development Program. The Group seeks to apply the principles of sustainable development to its activities involving the employees, a good illustration being the annual BIC Europe seminar, which for 2011 was held in Berlin in April. An effort was made to reduce the environmental impact of this fourday event, which included more than 300 participants: choosing a venue in a European capital that is easily accessible for all European subsidiaries, streamlining transportation to and from the various activities in order to minimize individual travel, selecting an ecolabel hotel and compensating for 128 tonnes of CO2 emissions to offset the effect of the participants’ air travel. In North America, “Green Teams” have been formed at several BIC subsidiaries. Their role is to get their co-workers interested and involved in sustainable development, in particular by limiting the environmental impact of their office activities. The Green Team in Milford and Shelton (USA) has hosted several events to promote sustainable development, including an operation to clean up the beaches at Silver Sands State Park in Milford, Connecticut. The Canadian Green Team has asked each department of the subsidiary to deﬁne its own sustainable development objectives so that each employee can participate and be proactive. In 2011 a “Sustainability Board” was set up, upon which volunteers could list their name and activities undertaken to show their personal commitment to sustainable development. In four months, 32 employees took part in the campaign. In Latin America, BIC subsidiaries organize local awareness and training operations. BIC Amazonia (Brazil) sponsors an annual “Environment, Health & Safety Week” to help employees assimilate the integrated management system concept. They are encouraged to consider quality, environment, health, safety and social issues as a whole rather than as separate topics. Every year a different relevant topic is chosen as the focus of the week. In 2011 the topic was the prevention of the use of plastic bags. Sustainable development survey: in December 2011, BIC has consulted with its employees about the Sustainable Development Program: an unprecedented survey was carried out by a third party company. Some 5,500 employees took part worldwide, shedding light on their perceptions and expectations concerning sustainable development in the BIC Group. This initial consultation achieved a good participation rate (39%). The employees who responded to the survey raised the following points: • they consider that sustainable development is part of their job at BIC or that their work has an impact on sustainable development (85%), and they see their manager as their main contact within the Group for sustainable development (63%). The survey also reveals high expectations in terms of information and involvement in sustainable development. The Group is incorporating these conclusions in the development of its future action plans. In particular, a dedicated sustainable development newsletter will be launched in 2012 for all employees around the world. EH&S training was integrated into the 133,791 hours of technical training completed in 2011. D 2.2.5. REDUCTION OF IMPACTS 2.2.5.1. Actions to prevent environmental risks and pollution Measures taken, where applicable, to ensure that operations are in conformity with applicable laws and regulations concerning the environment The plants maintain routine and periodic controls intended to ensure compliance with local regulatory requirements. These controls are carried out internally, or with the assistance of an independent external company. An action plan is established to correct any identiﬁed compliance issues. The implementation of the Group environmental management system helps plan

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2 - Social and environmental responsibility Environmental data factory of New Zealand maintain an “Emergency Response Plan” that includes planning and prevention for off-site scenarios. For our two high-threshold SEVESO plants, we have a major hazard prevention policy and have implemented a safety management system to prevent major accidents, in conformity with the ministerial decree of May 10, 2000, transposition in French law of the European Council directive 96/82/EC. noise pollution is identiﬁed in the future, we will assess the situation and implement any appropriate corrective actions. Measures taken to limit the effects on biological balance, natural habitats, and protected animal and plant species The BIC Group’s activities are linked to biodiversity in two main ways. First of all through its land use (industrial, logistical and administrative sites) around the world: their effect on biodiversity is the BIC Group’s direct responsibility. Secondly through the purchasing of the raw materials (plastics, metal, etc.) that are used to make BIC® products and whose extraction can have an impact on biodiversity. Similarly, biodiversity can be affected by the transport activities contracted by the Group. These two types of impact are indirect from the Group’s point of view. In response to the ﬁrst point, which is given priority, BIC relies on a “site approach” for integrating the issue of biodiversity in its Program. In addition, in 2011 BIC initiated a review of its interactions with biodiversity and ecosystem services. The ﬁrst phase of this review focused on controlling the risks to local biodiversity posed by the production facilities. An initial cartographic analysis of each BIC factory’s physical surroundings was carried out in order to identify sensitive zones and prioritize the factories’ risks of impacting their particular local biodiversity. The vast majority of BIC’s factories are located in non-sensitive (in most cases industrial) zones, and neither their land use nor their operations pose any evident risk for their surroundings. A more in-depth analysis, in particular, taking each site’s speciﬁc activity into account will be carried out in 2012 for sites that are located near a protected area, in cooperation with the sites in question. The results will allow BIC to evaluate the need for speciﬁc actions to protect local biodiversity. Conditions for use of soils In Europe and the USA, where most of the Group’s sites are located, whenever industrial restructuring results in factory closures, BIC has ensured that plant decommissioning was performed in accordance with local law and best environmental practices. When appropriate or when required by law, BIC carries out studies of the soil and subsoil, although most sites are not subject to compulsory examination. Such studies of European plants used over a long period of time demonstrate that our business does not have a signiﬁcant impact on soil and subsoil. For French plants subject to speciﬁc regulatory requirements, the policy for preventing the risk of soil pollution is an integral part of the operating plan. Air, water and soil release that seriously affect the environment The nature of our manufacturing operations, primarily molding and the assembly of plastic products and printing of products, should result in a relatively low local environmental impact as compared with other manufacturing sectors. Nevertheless, our Sustainable Development Program requires all BIC plants to measure, assess and reduce any potentially signiﬁcant environmental impacts. For 2011, the BIC Group quantiﬁed the direct and indirect emissions of GreenHouse Gases (GHG) from its manufacturing plants (scope 1 and 2): • the direct emissions (scope 1) are GHG emissions resulting from the combustion of fossil fuels, primarily natural gas and fuel oil, mainly used to heat buildings. The total amount of direct GHG emissions in 2011 was estimated to 9,913 tonnes of CO2 equivalent, i.e. a 17% decrea

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2 - Social and environmental responsibility Environmental data as replacement of the cooling equipment and improvement of an industrial process that reduces burrs on parts, thus reducing polishing and washing requirements. In addition, rainwater storage increased in 2011 for watering. BIC plants either completed or implemented six projects targeted speciﬁcally at water savings, during 2011. Annual water consumption normalized to BIC Factories production (1) In cubic meter per tonne 9.37 8.22 8.00 16 sites improved their ratio of energy consumption per tonne of production. Signiﬁcant improvements of energy efficiency per tonne of production were achieved by BIC Ecuador (Ecuador), BIC Iberia (Spain) and BIC New Zealand (New Zealand), with respective decreases of 11%, 10% and 10%. BIC Iberia (Spain) implemented several actions after the energy-audit they conducted in 2010: replacement of cooling equipment, investment in eco-efficient plastic molding machines, replacement of lighting with micro-LEDs and division of heating zones. BIC New Zealand (New Zealand) re-educated employees on more efficient ways to run equipment and reported a reduction in LPG consumption through lower heating requirements as well. BIC plants either completed or implemented 26 projects targeted speciﬁcally at energy savings, during 2011. Annual energy consumption normalized to BIC Factories production (1) In gigajoule per tonne 14.40 13.40 12.87 2009 2010 2011 Consumption of energy resources Energy consumption per tonne of production decreased by 4% between 2010 and 2011. This variation reﬂects the continuous efforts and improvement by the Group’s factories in energy efficiency. At the same time, the overall production increased by 1%. Ten sites reduced their gross energy consumption in 2011. As an example, BIC Boulogne (France) achieved an 18% reduction of its consumption while increasing production by 5%, partly due to less runtime of a standby generator and less heating required for one factory. BIC CORPORATION Milford (USA) reduced its energy consumption by 26% while increasing its production by 3%. The main reason was the elimination of an oxidizer, after a process improvement that drastically reduced isobutane emissions during lighter ﬁlling, thus eliminating the need for the oxidizer. For its transport operations, BIC has developed an approach to reduce its GHG emissions. In year 2006, a carbon footprint was conducted in the BIC headquarters in Clichy (France) and in 2007, in two factories, BIC Amazonia (Brazil) and BIC Rasoirs (France), with the Bilan Carbone ADEME methodology. The studies in factories showed that the indirect GHG emissions (issued by suppliers during production of materials, components and energy production of materials, components and energy production purchased by the factories) account for most emissions. Priority areas for improvement identiﬁed by the Group are the reduction of electricity consumption and use of recycled plastic. 2009 2010 2011 2 Greenhouse gas emissions and actions to ﬁght climate change Fighting climate change is an integral part of the Group’s Sustainable Development Program, mainly through actions concerning its products, factories and logistic activities. The product ecodesign approach, by targeting light and long lasting products, leads to the thrifty use of virgin materials which allows reducing the GreenHouse Gas (GHG) emissions associated with raw material extraction and processing. For its transport operations, BIC has developed an approach to reduce its GHG emissions. In year 2006, a carbon footprint was conducted in the BIC headquarters in Clichy (France) and in 2007, in two factories, BIC Amazonia (Brazil) and BIC Rasoirs (France), with the Bilan Carbone ADEME methodology. The studies in factories showed that the indirect GHG emissions (issued by suppliers during production of materials, components and energy production of materials, components and energy production purchased by the factories) acc

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2 - Social and environmental responsibility Environmental data For 2011, the BIC Group quantified the direct and indirect GHG emissions from its manufacturing plants (scope 1 and 2): • the direct emissions (scope 1) are GHG emissions resulting from the combustion of fossil fuels, primarily natural gas and fuel oil, mainly used to heat buildings. The total amount of direct GHG emissions in 2011 was estimated to 9,913 tonnes of CO2 equivalent, i.e. a 17% decrease compared to 2010; the indirect emissions (scope 2) regard GHG emissions resulting from the production of the electricity consumed by the factories. The total amount of indirect GHG emissions in 2011 was estimated to 85,808 tonnes of CO2 equivalent, i.e. approximately the same amount than in 2010. • In addition, BIC has entered a two year agreement (2012-2013) to purchase Renewable Energy Certificates (RECs) for 100% of the grid electricity used by BIC’s three Connecticut (USA) locations: headquarters, a factory and an R&D center. BIC has made this commitment to help support the development and production of renewable wind-generated electricity. Constellation NewEnergy, the supplier, estimates that based on BIC’s projected consumption over two years, these RECs represent the avoidance of approximately 18,000 metric tonnes of indirect carbon dioxide emissions that would otherwise be produced by the electricity grid (estimate is based on U.S. EPA eGRID2010 Version 1.0). With respect to emissions from its logistic activities, BIC has developed a comprehensive program that measures and commits to reducing the GHG emissions per tonne of products shipped. Thus, the sixth commitment of the BIC Sustainable Development Barometer aims to reduce these emissions by 4% between 2011 and 2013. To achieve this goal, the Group has committed to use the emissions reduction efforts of its carriers as a selection criterion for at least 75% of the Group’s transportation calls for tender before the end of 2013 (see part 2.2.5.4). The total amount of direct and indirect GHG emissions was thus estimated at 95,722 tonnes of CO2 equivalent, representing a decrease of 1,825 tonnes of CO2 equivalent compared with 2010 emissions. As the overall production increased by 1% between 2010 and 2011, the ratio of direct and indirect GHG emissions normalized to the Group production decreased by 3% over the same time period. Annual direct and indirect greenhouse gas emissions normalized to BIC Factories production (1) In tonne of CO2 equivalent per tonne 1.21 Consumption of raw materials resources BIC is committed to optimizing the quantity of raw materials necessary to manufacture our products. The Group initiated an ecodesign method for stationery and shaver products. This is a preventive approach that enables us to integrate environmental concerns, beginning at the product design stage. In 2009, BIC began using SimaPro, an ecodesign expert software, to help our designers quantify and, when possible, minimize the environmental impact of a product, even before it is manufactured. Eco-measurement has shown that the product weight / performance life ratio is a pertinent indicator. In fact, the more lightweight a product is and the longer it lasts, the better its environmental performance. This illustrates the necessity for ﬁnding solutions that are adapted to saving resources. 1.14 1.11 2009 2010 2011 (1) There is an important variation when comparing 2009 and 2010 data, mainly due the integration of two new BIC APP sites in 2010, Sleepy Eye (USA) and Red Wing (USA), and the specifities of their activities such as the manufacture of heavier products (Sticky Notes, scratch-pad, etc.) or the importance of subcontracting; as a consequence, their ratio of greenhouse gas emissions per tonne of production is lower than the ratios of most factories in the Group, thus contributing to the reduction of the Group’s ratio in 2010. If the two sites are disregarded for 2010, the Group would have achieved a 2% reduction in G

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2 - Social and environmental responsibility Environmental data Environmental performance measurements for three main BIC® products LIFE CYCLE ASSESSMENT APPROACH METHOD RECIPE END POINT (H/H) EUROPE BIC® Cristal® ballpoint pen BIC® Maxi ﬂint lighter BIC® Classic single-blade shaver Shaver including usage RAW MATERIALS 88% 87% 83% - PRODUCTION 7% 6% 11% - DISTRIBUTION 4% 5% 4% - USAGE 78% END OF LIFE CYCLE 1% 2% 2% - BIC focuses on life cycle phases where it can take action. However, one must keep in mind that for shavers, the usage phase, when products are in the hands of consumers (also involving water, water heating and shaving cream packaging), is a major step, underlining the importance of consumer awareness of environmental issues. Ecodesign research at the BIC Group has paid off, among others, with the launch of an environmentally responsible product range based on recycled or plant-derived materials: BIC® Ecolutions™. BIC® Ecolutions™ stationery products are manufactured using recycled materials in compliance with the standard ISO 14021. The BIC® Ecolutions™ Clic Stic™ ballpoint pen is made with 62% recycled materials (by total product weight) and the BIC® Matic mechanical pencil with 76%. BIC also develops refillable products, especially in its writing instruments range. On the USA market, reﬁlls are available on the dedicated website www.bicreﬁlls.com. In Europe, they are available on the website www.bicworld.com, which links to an e-tail site offering the entire BIC® reﬁll range. Thank to this approach, BIC is the first manufacturer of writing instruments to earn the NF Environnement certiﬁcation, France’s official ecological label. For equal performance in use, the NF Environnement ecolabel granted by AFNOR Certiﬁcation certiﬁes products that have a reduced impact on the environment. To obtain the ecolabel, a product must comply with certain ecological and functional guidelines conceived to reduce its environmental impact (energy consumption, waste production, water-borne and airborne emissions, etc.) throughout its life cycle, from the extraction of the raw materials to the end of the product’s useful life. The use of products bearing the NF Environnement mark helps reduce environmental impact and develop eco-responsible consumer behavior, as well as meeting one of the requirements of the “Grenelle de l’environnement” (France), which deﬁnes eco-responsible purchasing obligations for administrations with objectives set for 2012. A full range of 19 BIC® products has received the NF400 ecolabel granted by AFNOR. They include the BIC® Cristal® pen sold in boxes of 50 and the BIC® 4 Colors™ ballpoint pen, both historical products for the Group. To earn this distinction, the products must optimize both performance in use and environmental performance, using recycled materials or only small quantities of virgin materials. In the case of these BIC® products, the main criteria needed to receive the ecolabel are: limited quantities of raw materials or the use of recycled materials, a long performance life and the strength of the pencil leads. The ﬁrst certiﬁcation, for the BIC® Ecolutions™ Evolution™ pencil, was granted in June 2009, 18 months after the publication of the NF400 speciﬁcations. In the ﬁeld of shavers, in 2009 BIC launched the BIC® Ecolutions™ shaver, an ecodesigned product made for bioplastics with minimal packaging sold at an affordable price. Even though it has not been a huge success with consumers, the project has proven very informative for the BIC Group in several areas, such as raw materials research, the industrial processing of plant-derived materials, and building sales teams’ awareness of sustainable development. The R&D teams also applied the principles of ecodesign to develop the BIC® Easy “hybrid” shaver, launched in 2009, whose handle is sold with six reﬁlls (not sold separately) for a total of at least 60 days of shaving. The underside of the handle is ribbed in order to reduce the use of plast

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2 - Social and environmental responsibility Environmental data 2.2.5.3. Waste management The BIC Group registered a 9% increase in the amount of waste generated per tonne of production compared with 2010. It is the net result of a decrease in hazardous waste ratio (-16%) and an increase in non-hazardous waste ratio (+13%), both per tonne of production. Waste production from plant closures is included. BIC plants either completed or implemented 15 programs targeted speciﬁcally at waste reduction during 2011. 2011 BIC Factories hazardous waste treatment % of total expressed in tonnes 31% Incinerated with energy recovery 17% Sent to land disposal 12% Recycled 40% Other form of treatment / disposal (a) Annual production of waste normalized to BIC Factories production (1) In tonne per tonne Non hazardous waste Hazardous waste (a) Other treatments/disposal represents all other forms of waste treatment, including incineration without energy recovery. BIC Factories hazardous waste categorization in 2010 and 2011 0.180 0.209 0.237 % of total expressed in tonnes 2010 2011 0.029 2009 0.037 2011 0.031 39% 40% 34% 31% 2010 Hazardous waste In 2011, the BIC Group registered a 16% decrease of hazardous waste generated per tonne of production compared with 2010. 12 sites improved their ratio of hazardous waste generated per tonne of production. BIC Iberia (Spain) reported a 41% decrease through an improvement in a wire pickling process that has signiﬁcantly reduced sulphuric acid waste in both volume and weight. As another example, BIC Écriture 2000 (France) decreased its ratio of hazardous waste per tonne of production by 23% thanks to the re-use of soiled packaging in the ink area, returning it to the supplier. BIC CORPORATION Milford (USA) achieved a 21% decrease of its ratio by reducing several waste streams. One important success was a 30% reduction in wastes requiring incineration as a result of a program to increase operator awareness and accountability through detailed analysis of scrap. It is important to note that the Group also decreased its ratio of hazardous waste normalized to production as a result of several one-time and exceptional events that occurred in 2010, but did not in 2011. Examples of such events are non-routine tank cleanings, engine oil changing, disposal of obsolete materials and closure of one plant. 16% 12% 10% 17% Recycled Incinerated with energy recovery Sent to land disposal Other form of treatment / disposal (a) (a) Other treatments/disposal represents all other forms of waste treatment, including incineration without energy recovery. Non-hazardous waste In 2011, the BIC Group registered a 13% increase in non-hazardous waste generated per tonne of production, compared with 2010. This increase is mainly related to several exceptional events in 2011. Examples of such events are an office reﬁt, the destruction of some obsolete production tools and products, the manufacture and testing of new products, and testing of new materials which generated scrap. In addition, BIC Boulogne (France) closed one of its old plants, which signiﬁcantly increased the amount of non-hazardous waste while resulting in no production. (1) There is an important variation when comparing 2009 and 2010 data, mainly due to the integration of two new BIC APP sites in 2010, Sleepy Eye (USA) and Red Wing (USA), and the specificities of their activities such as the manufacture of heavier products (Sticky Notes, scratch-pad, etc) or the importance of subcontracting. If the two sites are disregarded for 2010, the Group would have recorded a 3% increase only in waste generation normalized to production compared to 2009. 38 BIC Group - 2011 Registration Document

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2 - Social and environmental responsibility Environmental data Despite these exceptional events, six factories improved their ratio of non-hazardous waste per tonne of production. Signiﬁcant improvements were achieved by BIC Ecuador (Ecuador), BIC Shanghai (China) and BIC CORPORATION Gaffney (USA), with respective decreases of 19%, 14% and 10%. BIC Ecuador (Ecuador) reduced the plastic contamination by raising awareness of its employees. BIC Shanghai (China) reported several reasons for its success, including elimination of some types of packaging thus reducing cardboard consumption and waste. As another example, new pallets are now re-used in the workshop for semi-ﬁnished products. BIC CORPORATION Gaffney (USA) worked on re-grinding more plastic scrap in its processes, thus reducing 11 tonnes of plastic waste. In 2011, the BIC Charlotte (USA) Packaging facility became the ﬁrst BIC site to achieve and maintain a zero-landﬁll operation. 2.2.5.4. Shipping management The objective of BIC’s shipping management system is to ensure the availability of its products in some three million points of sale all over the world, thus maximizing customer satisfaction, and at the same time to reduce the environmental impact of its transport activities while optimizing costs. BIC engages in two types of transport for its products: “Intersite shipping,” which refers to factory-factory and factory-warehouse shipments (inter- et intracontinental) and the “Distribution shipping,” which refers to shipments from the factories or warehouses to the end customer. BIC Group has factories all over the world, which tends to limit the need for shipping its products. In fact, in average, in the Consumer Business, 74% of the products sold in a continent are manufactured in this continent (90% in Europe and 64% in the Americas). In addition, BIC has chosen to outsource its transport operations while maintaining a high level of internal expertise in the management of service providers, ﬂow engineering and transport management tools. A speciﬁc effort focusing on each transport ﬂow is the only way to provide high-quality, competitive shipping while reducing its environmental impact. This approach has allowed the Group to optimize its transport ﬂows, in particular for distribution in France, the maritime link between Greece and Mexico and the supply of local warehouses from the central platform in Slovakia. Led by the “Responsible Transport Community,” which unites the shipping managers on each continent, the Group’s approach comprises three main points: raising awareness and controlling emissions; optimizing shipments and routes ands selecting responsible carriers. 2011 BIC Factories non hazardous waste treatment % of total expressed in tonnes 9% Incinerated with energy recovery 14 % Sent to land disposal 3% Other form of treatment / disposal (a) 75 % Recycled 2 Controlling emissions (a) Other treatments/disposal represents all other forms of waste treatment, including incineration without energy recovery. BIC Factories non hazardous waste categorization in 2010 and 2011 % of total expressed in tonnes 2010 2011 Like any function involving the supply chain, the optimization of shipping is a responsibility shared by a number of different teams within the BIC Group, from production to transportation, sales and warehouse management. In order to raise its employees’ everyday awareness, BIC is gradually integrating the measurement of GreenHouse Gas (GHG) emissions into its shipping management tools. In 2011, Brazil served as a pilot site for the integration of GHG emission measurements in their Transportation Management System. Everywhere around the world, the impact on GHG emissions is taken into account in the evaluation of logistical networks. For example, a strategic study carried out in 2011 in conjunction with the opening of new warehouses in Spain and Portugal incorporated a carbon footprint analysis. On the Group scale, commitment number six of the BIC Sustaina

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2 - Social and environmental responsibility Environmental data Optimizing shipments and routes In shipping, the main leverage points for reducing emissions are the reduction of the distances traveled, the choice of transportation mode and load optimization. BIC’s logistical teams are working on all three points in cooperation with other department of the Group, like production and sales, as well as its customers and service providers. Mexico has opened more warehouses in order to bring the products closer to the consumers. In addition, the lead times needed for bringing in products manufactured on other continents have been taken more precisely into account in order to reduce the need for urgent deliveries by airfreight. BIC is also working closely with its customers to consolidate orders, maximize shipments and reduce the distances traveled. D 2.2.6. OTHER RELEVANT DATA Expenses for preventing consequences on the environment Investment budgets related to the environment are an integral part of the budgets of factories. Annually, BIC factories plan and implement both short and longterm improvement programs targeted at preventing or minimizing consequences to the environment. In 2011, 3.6 million euros were invested in environmental improvement programs. Provisions and guarantees for environmental risks No provision. The received guaranties regarding the environment are listed in Note 24 of the consolidated ﬁnancial statements for the year “off-balance sheet avals and guarantees”. Selecting responsible carriers Ultimately, these logistical operations are carried out by the transport companies chosen by BIC. Therefore, their equipment, methods and management systems are mostly determining factors in the level of GHG emissions: the condition of the vehicles, training in the techniques of eco-driving, the use of speed governors, tire technology, emission measurement capacities, etc. In order to encourage these stakeholders to adopt responsible practices, BIC is developing an increasingly demanding purchasing policy in terms of sustainable development. Compliance with these demands is speciﬁcally evaluated in the new edition of the Barometer, concerning both inter- and intracontinental intersite shipping and distribution shipping. Compensation paid during the ﬁscal year under court order None. Actions taken to repair damage to the environment In fulﬁllment of a compliance obligation associated with the sale and transfer of a former BIC Consumer Products Manufacturing Co., Inc. site in Milford (USA), BIC identiﬁed, removed and properly disposed of soils with low levels of contamination. The soil removal began and was completed in 2011. 40 BIC Group - 2011 Registration Document

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2 - Social and environmental responsibility Societal information 2.3. Societal information D 2.3.1. FAIR PRACTICES 2.3.1.1. Code of Ethics and prevention of corruption Since 2007, the BIC Code of Ethics has deﬁned the fundamental ethical principles that the Group asks all of its employees to follow under all circumstances and everywhere in the world. The objective is to build and sustain an authentic corporate culture of integrity, honesty and fairness. The Code of Ethics comprises: Systematic tests Before they arrive on the market, all BIC® products, including modiﬁed products, must pass a full program of safety qualiﬁcation tests. These tests assess potential hazards, including physical, chemical and inﬂammability risks. For example, all of the inks used in our pens are analyzed by an independent toxicologist who evaluates their potential hazards, and tests are conducted to conﬁrm that they contain no potentially harmful chemical substances. In addition, BIC® writing products comply with the various safety requirements in force around the world concerning heavy metals. • 11 standards covering the following aspects: respect for fundamental Human Rights, respect for the environment, compliance with the law, listening and communicating, and the prevention of any form of corruption; 12 principles governing the behavior of BIC employees in order to control risks arising from conﬂicts of interest, the protection of the Group’s assets, professional commitment, and our relationship with our stakeholders; a Guide listing the questions that all BIC employees must ask themselves in order to assess their level of compliance with the Code of Ethics and facilitate its understanding and implementation. Quality and safety of lighters The BIC Group’s seven commitments 1. All BIC® lighter plants are ISO 9001 certiﬁed production plants. BIC® lighter products meet or exceed the ISO 9994 international safety standard requirements. 2. BIC is an active member of various associations (such as the European Federation of Lighter Manufacturers, ISO, AFNOR, etc.) in order to provide the latest and most reliable quality and safety information to its customers. 3. Each BIC® lighter undergoes more than 50 separate automatic quality checks. Additionally, BIC conducts regular post-market product tests. 4. BIC continuously develops exclusive technology to ensure the quality and safety of all BIC® lighters, e.g., a very stable ﬂame and a reservoir which can resist extreme drop tests and elevated temperatures. 5. BIC has an integrated production process, designs and develops much of its own machinery and masters all the latest manufacturing technologies, from basic materials right down to the packaged product. 6. The BIC professionals are all guided by three principles: MethodPrecision-Discipline. Each employee in the lighter plants spends nearly 25% of his or her time checking product conformity and proper operation of the control equipment. 7. BIC has been committed to sustainable, long-term safety programs for over 30 years. • • 2 The Code of Ethics is available in 14 languages and the Guide in two languages. Every year, BIC awards a prize for exemplary ethical behavior of its employees through its “BIC Values in Action” program. 2.3.1.2. Product safety Guaranteeing the quality and safety of its products is a crucial priority for the Group. Every day, BIC supplies 44 million products while maintaining consistent quality, checked through a vast array of test, and in compliance with national and international safety requirements. In keeping with our Group policy, our Advertising and Promotional Products business (BIC APP) has developed a dedicated structure and processes to meet its own speciﬁc safety challenges. BIC APP must ensure the safety of a wide variety of product ranges whose production involves numerous contract manufacturers. A team in charge of compliance In order to ensure the safety of its customers and consumers, BIC Group has implemented strin

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2 - Social and environmental responsibility Societal information Also in 2010, in an effort to ensure consumer safety and to counter the competition from the many lighters that do not meet regulatory requirements, BIC ﬁled a complaint against the Netherlands with the European Commission for non-enforcement of the Commission’s 2006 decision on lighters. As a result, the European Commission has decided to open discussions with the Netherlands. The proceeding continued in 2011 and based on detailed information supplied by BIC, the Commission sent in December 2011 a set of questions to the Dutch authority (NVWA) in charge of the case. that standards are maintained at a satisfactory level. For contract manufacturers producing Consumer Products for BIC, these audits are carried out by third party auditors. For the Advertising and Promotional Products business, due to the large number of contract manufacturers, the audit process involves a combination of external audits by third party auditors and audits by specially-trained BIC APP employees; • self-evaluations have been conducted by all BIC factories since 2006. The responses are analyzed by independent Auditors. If needed, the factory Director is required to implement a corrective action plan (CAP) in collaboration with the Human Resources Department; a training manual facilitates the implementation of the CAP with the help of local teams. D 2.3.2. ENSURING HUMAN RIGHTS IN THE WORKPLACE: IN BIC’S FACTORIES AND IN CONTRACT MANUFACTURERS’ As an industrial leader in the manufacturing of consumer products, BIC is committed to ensuring that its production facilities operate in an environmentally and socially responsible way. The Group strives ensuring high-quality working conditions for its employees and upholding basic Human Rights. The very structure of its manufacturing chain gives BIC good control over its production: 79% of the Group’s products are manufactured in its own factories (81% in the Consumer business; 71% in the Advertising and Promotional Products business of BIC APP), 87% of which are located in countries with no Human Rights risk according to Freedom House (1). Additionally, on average, in the Consumer Business 74% of products sold on a continent are also manufactured on this continent (90% in Europe and 64% in the Americas). Thus subcontracted products account for 21% of the Group’s sales (19% for the Consumer Products Division, 29% for BIC APP) and are largely manufactured in countries with Human Rights risks. The Group’s contract manufacturers are primarily located in China, the United States, and South Korea. Consequently, to ensure respect for Human Rights in the workplace, BIC has implemented the necessary tools: a Code of Conduct derived from the standards of the International Labor Organization (ILO) (see 2.1.3.) and an audit program covering all factories that produce BIC® products. BIC considers social responsibility as a partnership, which requires shared values. In this spirit, BIC favors a common commitment to improvement rather than breaking off relations with its partners. Checks and corrective actions Compliance with the Code of Conduct is veriﬁed by an audit program, as described below: • The six steps for evaluating contract manufacturers 1. BIC Contract Manufacturer signs the BIC Code of Conduct. 2. Independent external monitoring agency (or in the case of BIC APP a specially-trained employee) conducts an initial assessment of the Contract Manufacturer. 3. Contract Manufacturer presents a corrective action plan (CAP) to BIC. 4. Contract Manufacturer implements the CAP within an agreed, reasonable time frame. 5. Follow-up assessment(s) to conﬁrm implementation of the CAP. 6. Ongoing assessments (every two years). The main non conformities with the BIC Group Code of Conduct concern: health & safety; unfair wages; working hours and not respecting limits on overtime hours. The main issues encountered during the process are contract manufacturers that a

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2 - Social and environmental responsibility Societal information D 2.3.3. ENSURING HUMAN RIGHTS IN THE WORKPLACE: IN BIC’S OFFICES In 2010, BIC extended this process that previously applied only to the Group’s factories to its offices located in three countries identiﬁed as having human rights risks. After the assessment of the offices in China in 2009, the offices in Russia and Colombia were evaluated in 2010 on their performance in relation to the Code of Conduct. The offices then signed the Code of Conduct and, where needed, adopted corrective action plans. D 2.3.5. SOCIETAL RESPONSIBILITY REGARDING LOCAL POPULATIONS AND COMMUNITIES BIC® products are distributed at 3.2 million points of sale. Present in 160 countries, the Group manufactures and distributes its products in developed marketplaces as well as in some of the most impoverished ones. BIC is committed to pursuing its sustainable development approach in every country where the Group operates. Although BIC’s societal impact also affects developed countries, this section focuses mainly on BIC’s approach in developing countries. In order to reduce the gap between developed and emerging countries, the United Nations has set a list of priorities to combat poverty. The Millennium Development Goals (MDG), adopted in 2000 by 189 countries, emphasize the crucial role of universal access to education and hygiene. Respect and support for local communities is a core societal challenge for BIC, which the Group strives to meet through its local economic presence and philanthropic policies. In concrete terms, BIC introduces products that are affordable to the greatest number of consumers and adapts its offering to the speciﬁc habits and features of low-income communities. The Group backs a great many local initiatives, in particular for the communities near its production sites. D 2.3.4. THE SUPPLIERS The BIC Group maintains high standards in purchasing in order to guarantee the quality and performance of its products. Its demands encompass factors like compliance with deadlines, cost control, quality and innovation, but also include adherence to the Group’s basic values and commitments in terms of sustainable development. BIC has deﬁned a set of purchasing guidelines and “golden rules” that govern the Group’s relations with its suppliers around the world. In addition, the new supplier reference form contains a sustainable development section that is used to verify each supplier’s compliance with BIC standards. This also allows the Group to improve relations with its suppliers by being actively attentive to them and putting their suggestions to good use. Regarding sustainable development, the Purchasing Department: 2.3.5.1. A local economic force in emerging countries BIC highly values the local manufacturing of its products in order to contribute to local economic development and include the local communities in the value chain. The Group has strongly localized its manufacturing operations, especially via a network of 12 licensed factories only for the Middle East-African zone. This local partnership approach has kept brought BIC® products closer to its consumers, making them more affordable and minimizing the transportation share of the costs. There are multiple beneﬁts for the partners and the communities alike: 2 • • • acts as an advisor to factories in order to foster lasting relations with suppliers; offers a supplier database for innovative materials; works closely with the French production sites to optimize their energy consumption and channel proposals from their suppliers. In the area of transport, BIC has sought to raise its standards by making the reduction of greenhouse gas emissions a selection criterion in the Group’s calls for tenders for transport operations. • BIC evaluates its suppliers according to Environmental, Social and Governance (ESG) criteria In 2011, BIC launched a pilot initiative with the responsible purchasing specialist Ecovadis to evaluate 81 plas

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2 - Social and environmental responsibility Societal information 2.3.5.2. A social business initiative In May 2011, BIC launched its first social business initiative in Bangladesh by joining the “Rural Sales Program”, an operation organized by the NGO CARE. Launched in 2004, the program ﬁghts poverty by promoting entrepreneurial ventures among the poorest women. The “Aparajitas”, (those who never give up) as these selfemployed entrepreneurs are called, sell simple products (shavers in BIC’s case) door-to-door in the most remote and impoverished rural areas of Bangladesh. The local BIC distributor and CARE teams give them sales training and coach them on the features and use of products and shaving practices. The Group sees the “Rural Sales Program” as an appropriate long-term solution for these women, giving them the means to overcome poverty and social isolation, as well as a feeling of pride and a new role in the community. BIC was thus able to take advantage of its recent presence on the conventional retail circuits in Bangladesh to try out an innovative distribution model that makes simple, affordable, good quality products available to the inhabitants of remote areas. The project also offered an opportunity to identify the needs and expectations of Bangladeshi consumers and, in a broader sense, to prepare for the Group’s future in emerging countries. This initiative illustrates BIC’s intention to go beyond the conventional sales model, reconciling today’s social objectives with the business objectives of tomorrow. In this way, BIC helped improve the living conditions of 900 women entrepreneurs and their families, for a total of 4,500 direct beneﬁciaries in 2011. In addition, more than 13,000 people were able to enhance their everyday lives by purchasing products through this distribution network. 2.3.5.3. Promoting philanthropic actions “BIC Citizens in action” “BIC Citizens in action” is a worldwide program launched by the BIC Group in 2008. Based on a shared commitment by the Group and its employees to protect the planet and support local communities, it addresses societal issues at both the global and local levels: At the global level, the program includes a worldwide campaign organized and supervised by the Group every two years. A speciﬁc project is approved by the Executive Committee and implemented in partnership with a Non-Governmental Organization (NGO). In 2010, a project entitled “Haiti: a Home, a Future” was undertaken to provide emergency assistance to Haitian earthquake victims, rebuild houses and redevelop the country’s rural economy. In 2008, the project “Plant More than a Tree… and Create Life” funded a mangrove reforestation program in Indonesia. For these international projects, the shared commitment of BIC and its employees takes the form of a matching funds campaign: the employees are mobilized through fundraising drives and presentations of the sponsored project in all subsidiaries worldwide, and the Group doubles the amount of money collected. At the local level, BIC Citizens in action encompasses numerous volunteer projects around the world, in which BIC employees donate their time, energy and resources to help worthy local associations and organizations. All of these operations were actively pursued in 2011, and publicized in a newsletter, the objective being to promote local initiatives and encourage employees to get involved. The newsletter, published every month in English and French, is e-mailed to all employees and made available on the company intranet. Eight issues were released in 2011, highlighting a total of 25 local operations. PROGRAM TYPE Employee volunteer work NUMBER OF ACTIONS 70 EXAMPLES OF VOLUNTEER ACTIVITIES AMONG BIC GROUP SUBSIDIARIES France: Employees at the Clichy head office collected food and personal care products to be distributed in local food banks operated by “Secours Populaire Français”, an independent humanitarian association that ﬁghts poverty and ﬁnancial insecur

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2 - Social and environmental responsibility Societal information Product donations and ﬁnancial aid by BIC Group and its subsidiaries In addition to the “BIC Citizens in action” program, the Group and its subsidiaries also donate products and ﬁnancial aid. Local philanthropic activities, managed by the Group’s local subsidiaries, might be at the initiative of a subsidiary, employees or different stakeholders in the community who become aware of a need. These operations address local as well as global needs. Because of its historical core products, BIC’s community activities are mainly focused on the ﬁelds of education and health. Depending on local needs, the Group also participates in projects for the environment, emergency humanitarian aid and sports. The following table gives a few examples of these local operations. PROGRAM TYPE Product donations NUMBER OF ACTIONS 107 EXAMPLES OF PRODUCT DONATIONS AND FINANCIAL AID BY BIC GROUP SUBSIDIARIES USA: Donation to teachers of 20,000 kits containing an assortment of writing instruments. Spain / France: Donation of writing instruments to charities working in emerging countries like Ethiopia, Peru, Madagascar, Cambodia, Nepal, Senegal, etc. Chile: Donation of writing instruments to an underfunded school located near BIC Chile. Switzerland: Donation of writing instruments to Progetto Amore, a charitable institution founded in 2009 to help persons in need, especially children and teenagers. Every year the association hosts a fundraising event and reallocates 100% of the contributions to various preselected organizations to back a speciﬁc project. (www.progettoamore.ch). Brazil: Donation of shavers as part of a partnership with “Casas André Luiz”, a charitable organization that has been helping mentally retarded persons for more than 60 years, offering them care and improving their quality of life. (www.andreluiz.org.br). Spain: In 2009, BIC joined the Talita Foundation, an organization that promotes the social and educational integration of children suffering from physical or mental disorders like trisomy 21 (Down's syndrome). In 2011, BIC organized a painting workshop for the presentation of the annual Talita calendar, and also donated coloring products for children. USA: Donation of products to local associations. Oceania: Donation of products to Planet Pen, an organization that promotes the education of children in emerging countries (e.g. Papua New Guinea). 2 Financial aid 71 USA: BIC matched the funds raised by its employees to renew its support for the United Way, an organization dedicated to resolving pressing local community issues. Brazil: Donations to several neighborhood associations located near BIC Brazil in Sao Paulo devoted to defending children’s rights, improving the accessibility of cultural events, and promoting education and training. One example is “Amarati”, an organization that promotes the schooling of children suffering from neurological disorders, taking their speciﬁc needs into account. (www.amarati.org.br). France: Donation to Sport Dans La Ville, the leading association in France working for social integration through sports. France: Donation to “L’enfant@l’hôpital”, a philanthropic society which provides children in the hospital with access to a special computer network. This helps them feel less lonely and keep up with their schoolwork. Greece: Support for “ALMA ZOIS”, an organization devoted to helping women suffering from breast cancer and raising awareness of the importance of screening. Slovakia: Sheaffer contributed to the construction of a playground in its neighborhood. USA: BIC is a partner of SIFE (Students In Free Enterprise), an association that sponsors educational outreach projects on university campuses focusing on its ﬁve pillars: market economics, success skills, entrepreneurship, ﬁnancial literacy and business ethics. Ecuador: Support for a local project to improve conditions for schoolchildren. Examples of local actions by BIC subsidiar

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2 - Social and environmental responsibility Societal information For 2010 and 2011, BIC USA Inc. supported “Susan G. Komen for the Cure®”, across all three categories of stationery, lighters and shavers, with a total donation of 300,000 U.S. dollars to help in the ﬁght against breast cancer. Employees of BIC France also contributed to the cause by taking part in a walk/run organized by the association “Odyssea“ to raise funds for the Gustave Roussy Institute, Europe’s leading breast cancer research center. In Oceania, a number of volunteer actions were organized in 2011 by BIC employees in Australia and New Zealand to raise funds for anti-cancer groups like the “Australian Cancer Council” and the “New Zealand Child Cancer Foundation”. In Europe, BIC is a partner of “Dons Solidaires“, an association that specializes in charitable donations of products, organizing the distribution of school kits for underprivileged students. In 2011, almost 40 member associations in the “Dons Solidaires”network distributed nearly 10,000 complete kits containing notebooks, pens, etc., before the start of the school year. BIC also supports AFEV, an association to help prevent student failure in schools. Funded in part by the French national education system, this association promotes scholastic tutoring through a network of volunteer students working in lowerclass neighborhoods. BIC supports AFEV through both ﬁnancial and material donations. Financial breakdown of activities 17% Health 31% Others (environment, sport, emergency aid, etc.) 52% Education Distribution of activities by country level of development according to the united nations human development index (hdi) 11% Low development 8% Medium development 2% Others (countries non listed by HDI) Breakdown of actions by field 79% 16% Health 28% Others (environment, sport, emergency aid, etc.) High and very high development 56% Education 46 BIC Group - 2011 Registration Document

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2 - Social and environmental responsibility Workforce information 2.4 Workforce information D TOTAL WORKFORCE For the year ending December 31, 2011, the BIC workforce totalled 9,198 permanent and 1,257 temporary employees located in 52 countries around the world. Changes in staff numbers by region are shown below: Workforce from 2009 to 2011 by region CHANGE 2011/2010 +11 (119) +34 (41) (115) +65 (50) WORKFORCE BY REGION Europe North America and Oceania Latin America Middle East, Africa and Asia TOTAL PERMANENT STAFF ON EQUIVALENT FULL TIME Temporary TOTAL ON EQUIVALENT FULL TIME DECEMBER 2009 3,702 3,086 2,410 497 9,695 754 10,449 DECEMBER 2010 3,650 2,714 2,452 497 9,313 1,192 10,505 DECEMBER 2011 3,661 2,595 2,486 456 9,198 1,257 10,455 In 2011, permanent employees decreased by 115. This essentially reﬂects the headcount reduction in the Advertising and Promotional Products sector (-94 in Europe and -122 in the United States) and in PIMACO Brazil (-75) while two acquisitions were made in the United States (Sologear +13 and Angstrom Power +29) and four new offices have been opened (Serbia +3, Bulgaria +1, Dubai +6 and Peru +8). Permanent employees by activity 1,989 20% 2 1,861 20% 1,907 20% 1,924 20% 1,798 20% 1,772 19% Permanent employees by continent 497 5% 497 5% 456 5% 5,782 60% 5,608 60% 5,565 61% 2,410 25% 2,452 26% 2,486 27% 2009 2010 2011 3,086 32% 2,714 29% 2,595 28% Manufacturing and R&D Sales Force and Customer Service Distribution, Marketing and G&A 3,702 38% 3,650 40% 3,661 40% 2009 Europe 2010 2011 Latin America Middle East, Africa and Asia The workforce, across each activity, has remained proportionally constant for the last three years, reﬂecting the stability of BIC’s system of organization. The BIC Group values its differences and does not tolerate any discrimination relating to race, religion, sex or age. In 2010, the internal headcount survey showed: North America and Oceania Permanent employees (with a permanent employment contract) accounted for 88% of the total workforce. Temporary workers account for 12% of the workforce, split across temporary staff, ﬁxed-period contracts and school and university interns. On December 31, 2011, the number of temporary workers was higher than on December 31, 2010: +65 (1,257 versus 1,192). This increase happened in manufacturing units for shavers (+128 of which +65 in Saltillo, Mexico and +46 in Athens, Greece) and for BIC APP (+67 in the United States). As last year, temporary workers are employed in production (80% of temporary staff), sales support (6%) and distribution/administration (14%), essentially due to the highly seasonal nature of BIC’s activities. • • • 69 nationalities were represented in the permanent headcount of the Group; the median age of BIC employees was 40 years and median seniority was 8 years; the analysis of the age pyramid showed that all ages were represented in the Group. The seniority pyramid showed loyalty of BIC employees (26.2% of BIC employees have more than 15 years of seniority). BIC Group - 2011 Registration Document 47

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2 - Social and environmental responsibility Workforce information Age structure 70-74 65-69 60-64 55-59 50-54 45-49 40-44 35-39 30-34 25-29 20-24 15-19 0% 0.2% 1.5% 0% 0.3% 1.5% 3.3% 5.6% 6.3% 6.5% 7.4% 7.4% 5.6% 1.8% 0.1% Women Seniority structure 40-44 35-39 30-34 25-29 20-24 15-19 10-14 5-9 0-4 18,5 % Men 10.2% 10.9% 0.1% 1.1% 1.8% 2.4% 4.1% 5.2% 0.2% 1.0% 1.5% 1.6% 3.3% 3.9% 7.8% 9.4% 17.1% Women 3.9% 5.6% 7.3% 9.1% 10.1% 8.6% 5.6% 2.1% 0.1% Men In 2011, women accounted for 45% of permanent employees of the Group excluding acquisitions. They accounted for 38% of the workforce in Europe, 55% in North America, 42% in Latin America and 57% in Middle East, Africa and Asia. permanent headcount by gender and by category VARIATION 2011/2010 (7) +102 +95 (119) (91) (210) (126) +11 (115) DECEMBER 2010 Managers women Managers men Total managers Non-managers women Non-managers men Total non-managers Total women Total men TOTAL 859 1,399 2,258 3,407 3,648 7,055 4,266 5,047 9,313 DECEMBER 2011 852 1,501 2,353 3,288 3,557 6,845 4,140 5,058 9,198 Managers accounted for around 26% of permanent Group employees in 2011. For the BIC Group, the main characteristic of a manager is that he/she coordinates a range of resources for which he/she is responsible, with a degree of autonomy and responsibility necessary for achievement of objectives on at least an annual basis. Management might refer to a team, a project, a process, a technique, a client or a supplier portfolio. In 2011, 36% of these managers, 26% of Directors or senior executives and 9% of the Leadership Team were women. Voluntary turnover in the Group workforce reached 7% in 2011, as in 2010. In 2011, voluntary turnover was stable in most of the regions. The voluntary turnover in Asia signiﬁcantly decreased (34% in 2010 to 17% in 2011) but remains the highest in the Group. Europe has the lowest voluntary turnover (4%) due to staff stability in factories. voluntary turnover 9% 2000 9% 8% 2008 7% 2001 7% 6% 5% 5% 2002 2003 2004 2005 7% 7% 2006 2007 2009 7% 7% 2010 2011 In addition, the Group has carried out more than 600 terminations of which half took place in Latin America, speciﬁcally in PIMACO Brazil and in the factories of Manaus (Brazil) and Saltillo (Mexico). 48 BIC Group - 2011 Registration Document

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2 - Social and environmental responsibility Workforce information For recruitment purposes, the Group has, over recent years, developed a mobility policy and an active internal promotion policy that is backed by efficiently used career management tools (Individual Development Plan, Succession Plan, talent accelerators, etc.). In 2011, 63% of the four top manager levels were internal promotions. In 2010 and 2009, the rate was 70% and the preceding three years the rate was superior to 80%. In 2011, 47% of all the managers were promoted internally, and 45% in 2010. In addition, the Group recruited some 200 external candidates for entry-level or middle management positions, and some 800 for factory and staff positions. In 2011, the external recruitment rate for managers was 9% while it was 12% for others. No external recruitment difficulties have been encountered thanks to the introduction of innovative, qualitative tools (Linkedin) that enhance awareness of the Company in the international employment market, and thanks to collaboration with internationally-reputed specialized recruitment companies. Over recent years, the Group has reinforced in-house the managers’ expertise in recruitment techniques and has developed a more efficient selection and tracking procedure. absenteism (excluding on-site accidents and maternity) 4.0 % 3.5 % 3.0 % 2.5 % 2.0 % 1.5 % 1.0 % 0.5 % 0.0 % 2004 2005 2006 2007 2008 2009 2010 2011 1.9% 1.7% 1.9% 1.8% 1.6% 1.5% 1.4% 1.4% D WORK ORGANIZATION Work organization methods and working hour adjustments are determined on the basis of each site’s forecasts for production requirements and customer service needs. BIC Group constantly strives to improve work organization methods. Overtime is strictly measured and managed in the locations where it is needed. Absenteeism (excluding on-site accidents and maternity) remained low for a Group average at 1.4%, as in 2010, compared with 1.5% in 2009, 1.6% in 2008, 1.8% in 2007, 1.9% in 2006, 1.7% in 2005 and 1.9% in 2004. The absenteeism rate including on-site accidents and maternity is also low and stable, at 2.2%. For several years now, the Human Resources Department has enhanced awareness of the issue among the Company management by releasing ﬁgures at the Group level that provide a comparative analysis of detailed results from each company, and by implementing speciﬁc action plans. 2 D SAFETY IN THE WORKPLACE In keeping with its Environment, Health & Safety (EH&S) Policy, BIC Group strives to prevent or at least reduce health and safety risks for its employees, subcontractors and people who live or work near its production sites. BIC pursues this objective by deploying and implementing health and safety management systems, which are implemented in the supply, production and distribution phases to cover the risks inherent in the Group’s various activities. In 2011, the work accidents are mainly caused by use of machines or tools (25%) and by manual handling (24%). In addition, a team of three EH&S experts assists the sites in the deployment and follow-up of programs for reducing their employees’ health and safety risks. Number of accidents leading to loss of time – BIC plants (Per million of hours worked) 2009 8.23 2010 9.11 2011 7.77 Severity rate: Number of calendar days lost as a result of accidents – BIC plants (Per thousand of hours worked) 2009 0.34 2010 0.39 2011 0.36 BIC Group - 2011 Registration Document 49

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2 - Social and environmental responsibility Workforce information In December 2011, the Greek site in Athens was granted OHSAS 18001 safety certiﬁcation. This project demonstrates the Group’s desire to continue raising its standards in terms of health and safety all of its factories. Coordinated by the site’s safety manager, the certiﬁcation drive could not have succeeded without the dedication and involvement of every team. Having also obtained environmental certiﬁcation, the Athens factory now has triple certiﬁcation for quality, safety and environmental protection. comparison of managers’ salary with the market 112 92 97 101 100 106 110 88 91 D REMUNERATION Within the Group, the average annual cost (including payroll taxes) of each employee totalled 48,729 euros in 2011, or a 1.4% decrease at actual exchange rates from 2010. Analysis using constant exchange rates shows a 0.1% increase compared with 2010. Overall, this slight rise reﬂects: • • a small 0.6% increase in average ﬁxed remuneration; a 11.3% decrease in variable remuneration compared to 2010 when the good results led to the payment of good bonuses and to the payment of an exceptional premium to all employees non-eligible for stock options or shares; a 2.6% increase in payroll taxes and other perquisites. Quartile 1 Women Median Men Quartile 3 Total BIC • BIC Group’s remuneration policy is determined every year by the Human Resources Director in agreement with the Leadership Team. It is based on 3 principles: Results showed that, on average, BIC managers, men or women, are positioned at their local market median including men and women. The gap between men and women, compared to the market, becomes less apparent with age. Globally, the 4 point difference between men and women at BIC is explained by the structure of the population : women who are 36% of managers, are younger than men (40% of women are less than 35 years old while 40% of men are more than 45 years old). Differing remuneration levels between employees are justiﬁable. They reﬂect responsibilities, experience, performance, and potential, and take the speciﬁcities of local markets into account. For non-managers, BIC guarantees an appropriate remuneration and respects minimum salaries determined by local laws. Human Resources Teams are responsible for implementing BIC Group’s remuneration policy and for ensuring that it is adhered to. • • • pay for performance; internal equity; external competitiveness. An essential element in the BIC Group’s remuneration policy is the acknowledgement of the performance of individuals and work teams. Thus, for managers, salary increases reﬂect individual merit (except in certain countries with legal obligations regarding general increases). 85% of the managers present on December 31, 2011 have received a base salary increase during 2011. In 2011, variable remuneration relating to performance represents an average of 14% of ﬁxed remuneration salaries. In 2011, a complete analysis of the external competitiveness of managers’ base salaries was commissioned. For the 51 countries in which BIC has some managers, Hay Group supplied market median data 2011 for each BIC level. D PROFESSIONAL RELATIONS In 2011 in France, the various sites and their respective personnel representatives, continued to sustain the company agreements signed in 2009 and 2010. The Group is committed to ensure professional development, especially of the more senior employees and those with disabilities, mobility (both of function and of location) and transfer of skills. This commitment resulted in the follow-up of local action plans and better sharing of good practice between sites. In 2011, company talks were also held to manage the negotiation of the proﬁt-sharing bonus with the personnel representatives. Lastly, when the Group had to proceed with structural change, the changes were made following consultation with the personnel representatives and after searching for solutions in line with the local rul

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2 - Social and environmental responsibility Workforce information D TRAINING The values of responsibility and ethical behavior emphasized by BIC go hand in hand with its perennial concern for the professional development of the Group’s workforce. This is reflected in the implementation of training and development programs aimed at strengthening employees’ skills and employability. Identifying and preparing future managers In job markets where excellent human resources are increasingly sought after and sometimes scarce, it is fundamental to focus our efforts on identifying and developing these key resources. These talents, whose role is crucial for the Company’s development, are the subject of special attention and of tailored development plans. In 2011, as in every year, a succession plan, based on a detailed analysis of our organization and resources, was approved by the Chairman and CEO. In addition, a new performance review process was implemented in 2010, with the objective of sharing information within the Group management teams. This process will facilitate and develop internal promotions for key positions. In 2011, 63% of the four top manager levels, 44% of the middle management positions and 21% of nonmanagers were promoted internally. managers of BIC subsidiaries in Europe. The participants – all with high potential – will be trained three days per quarter during two years on technical and management skills which are necessary for a leader. BIC University has innovated by introducing co-development groups and by proposing individual coaching to participants. This program was extended in 2011 through an Executive Management Program in the developing countries where BIC is active, uniting 20 participants from Latin America, Middle East, Africa and Oceania. The ﬁrst session was held in Brazil in September 2011 and the program will continue in 2012 and 2013. BIC University is a key holder of BIC’s culture, values and skills. It has been a crucial tool for the integration of new employees, in particular following the acquisition of Norwood Promotional Products and Antalis Promotional Products. In 2010, in cooperation with the Europe Consumer Products business teams, BIC University developed a new integration program called “Welcome to BIC” for newly-hired managers from one of the Group’s 12 European subsidiaries. This oneweek program is offered an average of three times per year, bringing together new managers from all countries and all departments. Lastly, the Group offers local training programs focusing on the job functions of the various business units, especially the production sites. The Group also offers local training programs that focus more on the skills deployed in BIC’s factories. These recurrent programs are adapted to meet local needs. Offered to non-managers, they cover topics such as IT tools, information management and basic English skills. They are not only technical - the Manaus plant in Brazil, for example, offers many general training courses. Training, a key priority for the Group BIC University is one of the Group’s main tools for developing our employees’ skills. Established in 1998, BIC University is a company training center whose purpose is to develop strong management skills within the Group in order to facilitate teamwork and the sharing of team culture across many job functions and countries. In 2011, nearly 23,000 training days were logged. The innovative programs created at BIC University since 2008 include the following: 2 D DISABLED EMPLOYEES In 2011, disabled workers at the Group’s largest sites totalled 169 (excluding indirect jobs associated with outsourcing). They numbered 52 in Europe, 72 in North America/Oceania, 44 in Latin America and 1 in Asia. During 2011, 90 new disabled workers have been recruited or identiﬁed in the Group. A program to help disabled employees has been put in place in each site. • t he Mini-MBA is an actual certification program created in collaboration with th

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52 BIC Group - 2011 Registration Document

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3 CORPORATE GOVERNANCE 3.1. Mandates of the Directors and the Corporate Officers as of December 31, 2011 3.2. Senior Management compensation and employees’ interests in the issuer’s capital 54 3.3. Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company 3.4. Statutory Auditors’ report on the report prepared by the Chairman of the Board of Directors 72 63 82 BIC Group - 2011 Registration Document 53

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 3.1. Mandates of the Directors and the Corporate Officers as of December 31, 2011 D CHAIRMAN OF THE BOARD OF DIRECTORS BRUNO BICH Age Nationality Independent Director Date of 1 appointment Expiration date Member of a committee Number of BIC shares held Professional address st 65 French/American No Annual Shareholders’ Meeting on June 2, 1986 Annual Shareholders’ Meeting in 2013, for ﬁscal year 2012 No Holds BIC shares directly and indirectly through the familial holding, SOCIÉTÉ M.B.D. On December 31, 2011, SOCIÉTÉ M.B.D. held 26.24% of SOCIÉTÉ BIC share capital and 35.99% of the voting rights. SOCIÉTÉ BIC 14 rue Jeanne d’Asnières 92110 Clichy - France Main position: • • Bruno Bich was Chairman and Chief Executive Officer of SOCIÉTÉ BIC from May 27, 1993 to February 28, 2006. He has been Chairman of the Board of Directors of SOCIÉTÉ BIC since March 1, 2006. Other current mandate or function: COMPANY EDHEC Group COUNTRY France MANDATE/FUNCTION Member of International Advisory Board Expired mandates or functions in the previous ﬁve years (non BIC Group companies): COMPANY Management Institute of Paris – M.I.P. – (merged with EDHEC Group) Altadis Imperial Tobacco (a) (a) Listed company. COUNTRY France Spain United Kingdom MANDATE/FUNCTION Co-founder and member of the Supervisory Board Director of the Board Director of the Board 54 BIC Group - 2011 Registration Document

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 D CHIEF EXECUTIVE OFFICER AND DIRECTOR MARIO GUEVARA Age Nationality Independent Director Date of 1st appointment Expiration date Member of a committee Number of BIC shares held Professional address 52 Mexican No Director of the Board: Annual Shareholders’ Meeting on May 22, 2001 Chief Executive Officer: March 1, 2006 Annual Shareholders’ Meeting in 2013, for ﬁscal year 2012 No 9,860 BIC INTERNATIONAL One BIC Way, Suite 1 Shelton, CT - 06484 - 6299 - USA Chief Executive Officer of SOCIÉTÉ BIC since March 1, 2006, Mario Guevara was General Manager for North, Central and South America from 2001 to March 10, 2004 and then Executive Vice-President until February 28, 2006. Main position: • Chief Executive Officer of SOCIÉTÉ BIC since March 1, 2006. Other current mandates or functions: COMPANY BIC Chile SA (a) COUNTRY Chile MANDATE/FUNCTION Chairman of the Board Chairman of the Board Chief Executive Officer Director of the Board Chief Executive Officer Director of the Board Director of the Board BIC CORPORATION (a) BIC INTERNATIONAL Co. (a) BIC Japan KK (a) (a) BIC Group. USA USA Japan 3 Expired mandates or functions in the previous ﬁve years (non BIC Group companies): • Not applicable. D EXECUTIVE VICE-PRESIDENT AND DIRECTOR FRANÇOIS BICH Age Nationality Independent Director Date of 1st appointment Expiration date Member of a committee Number of BIC shares held Professional address 62 French No Board of September 30, 1977 ratiﬁed by the Annual Shareholders’ Meeting on May 29, 1978 Annual Shareholders’ Meeting in 2014, for ﬁscal year 2013 No Holds BIC shares directly and indirectly through the familial holding, SOCIÉTÉ M.B.D. On December 31, 2011, SOCIÉTÉ M.B.D. held 26.24% of SOCIÉTÉ BIC share capital and 35.99% of the voting rights. SOCIÉTÉ BIC 14 rue Jeanne d’Asnières 92110 Clichy - France BIC Group - 2011 Registration Document 55

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 Main positions: • • Executive Vice-President of SOCIÉTÉ BIC since December 15, 1988; General Manager Lighters of BIC Group. Other current mandates or functions: COMPANY Société du Briquet Jetable 75 (“BJ 75”) (a) SOCIÉTÉ M.B.D. (a) BIC Group. COUNTRY France France MANDATE/FUNCTION President Chairman of Supervisory Board Expired mandates or functions in the previous ﬁve years (non BIC Group companies): • Not applicable. D DIRECTORS MARIE-PAULINE CHANDON-MOËT (MAIDEN NAME: BICH) Age Nationality Independent Director Date of 1st appointment Expiration date Member of a Committee Number of BIC shares held Professional address 44 French No Annual Shareholders’ Meeting on May 28, 2003 Annual Shareholders’ Meeting in 2014, for ﬁscal year 2013 No Holds BIC shares directly and indirectly through the familial holding, SOCIÉTÉ M.B.D. On December 31, 2011, SOCIÉTÉ M.B.D. held 26.24% of SOCIÉTÉ BIC share capital and 35.99% of the voting rights. FERRAND Château de Ferrand Saint-Hippolyte 33330 Saint-Émilion - France Main position: • President of Ferrand SAS (France - non listed company). Other current mandate or function: COMPANY SOCIÉTÉ M.B.D. COUNTRY France MANDATE/FUNCTION Director of Supervisory Board Expired mandates or functions in the previous ﬁve years (non BIC Group companies): • Not applicable. 56 BIC Group - 2011 Registration Document

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 JOHN GLEN Age Nationality Independent Director Date of 1st appointment Expiration date Member of a committee Number of BIC shares held Professional address 52 British Yes Board of December 10, 2008 ratiﬁed by the Annual Shareholders’ Meeting on May 14, 2009 Annual Shareholders’ Meeting in 2012 for ﬁscal year 2011 Chairman of the Audit Committee 500 THE BUCCLEUCH GROUP 27 Silvermills Court - Henderson Place Lane Edinburgh EH3,5DG United Kingdom Main position: • • Chief Executive Officer of Buccleuch Group (United Kingdom - non listed company). Other current mandates or functions: Not applicable. Expired mandates or functions in the previous ﬁve years (non BIC Group companies): COMPANY Air Liquide Group (a) European Financial Reporting Group (EFRAG) (a) Listed company. COUNTRY France Belgium MANDATE/FUNCTION Vice-President Finance and Administration Member of the Executive Committee Vice Chairman of the Supervisory Board GILLES PÉLISSON Age Nationality Independent Director Date of 1 appointment Expiration date Member of a committee Number of BIC shares held Professional address st 3 54 French Yes Annual Shareholders’ Meeting on May 22, 2001 Annual Shareholders’ Meeting in 2013, for ﬁscal year 2012 Chairman of the Compensation and Nomination Committee 500 + 500 jointly held shares GILVIEN SERVICES 40, rue François 1er 75008 Paris - France Main position: • Independent Director and President of Groupement des Professions de Services (GPS) – MEDEF (France). Other current mandates or functions: COUNTRY France France France USA MANDATE/FUNCTION Director of the Board Permanent representative of Marc de Lacharrière Group, Director of the Board President Director of the Board COMPANY TF1 (a) Groupe Lucien Barrière SAS Fondation ESSEC Global Business Coalition on HIV/AIDS, Tuberculosis and Malaria, Inc. (a) Listed company. BIC Group - 2011 Registration Document 57

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 Expired mandates or functions in the previous ﬁve years (non BIC Group companies): COMPANY Accor (a) COUNTRY France MANDATE/FUNCTION Chairman of the Board Director of the Board Chief Executive Officer President Permanent representative of ACCOR Director of the Board Chairman of the Supervisory Board Director of the Board Chairman of Supervisory Board Director of the Board Director of the Board Director of the Board Fondation Accor ASM Lenôtre ESSEC Accor Services Italia S.r.l. Soﬁtel Italia S.r.l. (ex Sagar S.r.l.) Accor Partecipazioni Italia S.r.l. (ex Accor Hospitality Italia) Scapa Italia S.r.l. (a) Listed companie. France France France France Italy Italy Italy Italy Director of the Board MARIE-HENRIETTE POINSOT (MAIDEN NAME: BICH) Age Nationality Independent Director Date of 1 appointment Expiration date Member of a committee Number of BIC shares held Professional address st 50 French No Annual Shareholders’ Meeting on May 21, 1997 Annual Shareholders’ Meeting in 2012 for ﬁscal year 2011 Compensation and Nomination Committee Holds BIC shares directly and indirectly through the familial holding, SOCIÉTÉ M.B.D. On December 31, 2011, SOCIÉTÉ M.B.D. held 26.24% of SOCIÉTÉ BIC share capital and 35.99% of the voting rights. OPTIONS 1 chemin du Bois des Remises 78130 Les Mureaux - France Main position: • Director of strategic planning of the Options Group (France – non listed company). Other current mandate or function: COMPANY Options SAS COUNTRY France MANDATE/FUNCTION Member of Strategic Planning Committee Expired mandates or functions in the previous ﬁve years (non BIC Group companies): COMPANY Tosniop SA Options SA (now Options SAS) Ferrand SA (now Ferrand SAS) COUNTRY France France France MANDATE/FUNCTION Director of the Board Director of the Supervisory Board Director of the Board 58 BIC Group - 2011 Registration Document

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 FRÉDÉRIC ROSTAND Age Nationality Independent Director Date of 1st appointment Expiration date Member of a committee Number of BIC shares held Professional address 49 French Yes Annual Shareholders’ Meeting on May 28, 2003 Annual Shareholders’ Meeting in 2014 for ﬁscal year 2013 Compensation and Nomination Committee 1,000 SODIAAL 170 bis boulevard du Montparnasse 75680 Paris cedex 14 - France Main position: • Chief Executive Officer of SODIAAL Group (France – non listed company). Other current mandate or function: COMPANY Sodiaal Union Groupe Sodiaal Sodiaal International Beuralia Entremont Alliance Juragruyère CF&R (Compagnie des Fromages & RichesMonts) Nutribio Yoplait SAS Orlait Louis Delhaize SA COUNTRY France France France France France France France France France France Belgium MANDATE/FUNCTION Chief Executive Officer Chief Executive Officer Chief Executive Officer Director of the Board Director of the Board Director of the Board Vice-Chairman of the Board and Chief Executive Officer Director of the Board Director of the Board Censor Management Committee Member Director of the Board 3 BIC Group - 2011 Registration Document 59

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 Expired mandates or functions in the previous ﬁve years (non BIC Group companies): COMPANY Générale de Santé SA (a) COUNTRY France France France France France France France France France France France France France France France France France France France France France Germany Belgium Spain Netherlands Poland MANDATE/FUNCTION Chairman of the Directory Board President Chairman Chief Executive Officer Director of the Board Director of the Board Permanent representative of Compagnie Générale de Santé, Director of the Board Permanent representative of Compagnie Générale de Santé, Director of the Board Permanent representative of Compagnie Générale de Santé, Director of the Board Permanent representative of Compagnie Générale de Santé, Director of the Board Permanent representative of Sogur, Director of the Board Director of the Board Permanent representative of Compagnie Générale de Santé, Director of the Board Permanent representative of Générale de Santé Cliniques, Director of the Board Permanent representative of Générale de Santé Cliniques, Director of the Board Permanent representative of Générale de Santé Cliniques, Director of the Board Chairman of the Directory Board Representative of Saint Louis Sucre SA, President Representative of Saint Louis Sucre SA, President Chairman of the Supervisory Board Permanent representative of Saint Louis Sucre SA, Director of the Board Director of the Board Director of the Directory Board Director of the Board Director of the Board Director of the Board Vice-President of the Supervisory Board Compagnie Générale de Santé SAS Générale de Santé Cliniques GIE Générale de Santé GIE Générale de Santé Hospitalisation Conectis Santé Hôpital Privé Beauregard (ex Provence Santé) Sam Bio École Européenne de Chirurgie Coﬁndex Fondation d’entreprise Générale de Santé Financière la Providence Générale de Santé Domicile Immobilière de Santé Pass Saint Louis Sucre SA SFOP Saint Louis Sucre International COFA Sucreries de Bourgogne 1829 Victor Fauconnier (previously Distilleries Ryssen) Südzucker AG (a) Raffinerie Tirlemontoise Ebro Puleva (a) Eastern Sugar BV Slaska Spolka Cukrowa SA (a) Listed companies. 60 BIC Group - 2011 Registration Document

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 SOCIÉTÉ M.B.D. Type of legal entity Registration Independent Director Date of 1st appointment Expiration date Member of a committee Number of BIC shares held Address Permanent representative Société en commandite par actions 389,818,832 – Register of Trade and Companies of Nanterre (France) No Annual Shareholders’ Meeting on May 24, 2006 Annual Shareholders’ Meeting in 2012, for ﬁscal year 2011 Audit Committee 26.24% of SOCIÉTÉ BIC share capital and 35.99% of the voting rights (as of December 31, 2011) 1 place Paul Verlaine 92100 Boulogne-Billancourt - France Édouard Bich 47 years old Nationality: French Main position: Managing Director of SOCIÉTÉ M.B.D. Other current mandate or function: Member of the Supervisory Board of Envie de Fraises Company (France – non listed Company) Expired mandates or functions in the previous ﬁve years (non BIC Group companies): Not applicable. Professional address: Allée du Château 1 – 1195 Dully - Switzerland. Holds BIC shares directly and indirectly (through SOCIÉTÉ M.B.D.). SOCIÉTÉ M.B.D. does not exercise any other mandate. PIERRE VAREILLE Age Nationality Independent Director Date of 1 appointment Expiration date Member of a committee Number of BIC shares held Professional address st 54 French Yes Annual Shareholders’ Meeting on May 14, 2009 Annual Shareholders’ Meeting in 2012, for ﬁscal year 2011 Audit Committee 1,000 CONSTELLIUM 40-44 rue Washington 75008 Paris - France 3 Main position: • • Chairman and Chief Executive Officer of CONSTELLIUM as from March 1st, 2012 . Other current mandates or functions: Chairman of the Alumni Association of Ecole Centrale of Paris. Expired mandate or function in the previous ﬁve years (non BIC Group companies): COUNTRY France France France Singapore USA United Kingdom MANDATE/FUNCTION Chairman of the Board and Chief Executive Officer President Permanent representative of FCI President Director of the Board Chairman of the Board and Chief Executive Officer Chief Executive COMPANY FCI SA (resignation on December 31, 2011) FCI Holding (resignation on December 31, 2011) FCI AUTOMOTIVE HOLDING SAS (resignation on December 31, 2011) FCI Asia Pte. Ltd. (resignation on December 22, 2011) FCI USA, Inc. (resignation on December 31, 2011) Wagon PLC (a) (a) Listed company. BIC Group - 2011 Registration Document 61

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3 - Corporate Governance Mandates of the Directors and the Corporate Officers as of December 31, 2011 D EXECUTIVE VICE-PRESIDENT MARIE-AIMÉE BICH-DUFOUR Age Nationality Date of 1st appointment Number of BIC shares held Professional address 53 French Board of March 22, 1995 Holds BIC shares directly and indirectly through the familial holding, SOCIÉTÉ M.B.D. On December 31, 2011, SOCIÉTÉ M.B.D. held 26.24% of SOCIÉTÉ BIC share capital and 35.99% of the voting rights SOCIÉTÉ BIC 14 rue Jeanne d’Asnières 92110 Clichy - France Main positions: • • Executive Vice-President of SOCIÉTÉ BIC. General Counsel of BIC Group. Other current mandates or functions: COMPANY Association Nationale des Sociétés par Actions (ANSA) ASMEP-ETI (Syndicat des Entreprises de Taille Intermédiaire) BIC Holdings Southern Africa (Pty.) Ltd. (a) BIC GmbH (a) BIC Australia Pty. Ltd. (a) BIC Iberia SA (a) COUNTRY France France South Africa Germany Australia Spain Greece (a) MANDATE/FUNCTION Representative of SOCIÉTÉ BIC, Director of the Board Representative of SOCIÉTÉ BIC, Director of the Board Director of the Board Managing Director Director of the Board Director of the Board Director of the Board Director of the Board Chairman and Director of the Board Chairman and Director of the Board Chairman and Director of the Board Director of the Board Director of the Board Director of the Board Director of the Board BIC Violex SA (a) Sheaffer (Hong Kong) Co. Ltd. BIC India Pvt. Ltd. (a) BIC Products Pte. Ltd. (a) BWI Manufacturing India Pvt. Ltd. BIC Malaysia Sdn. Bhd. (a) Mondial Sdn. Bhd. BIC (NZ) Ltd. (a) (a) (a) Hong Kong India India India Malaysia Malaysia New-Zealand Portugal BIC Portugal SA (a) (a) BIC Group. Expired mandates or functions in the previous ﬁve years (non BIC Group companies): • Not applicable. 62 BIC Group - 2011 Registration Document

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital D ABSENCE OF CONVICTION OF THE DIRECTORS AND THE CORPORATE OFFICERS To the Company’s knowledge and during the ﬁve previous years, no Directors or Corporate officers has been convicted in relation to fraudulent offences, associated with a bankruptcy, receivership or liquidation or the subject of any official public incrimination or sanction by statutory or regulatory authorities (including designated professional bodies) or a decision by a court disqualifying them from acting as a member of the administrative, management or supervisory bodies of an issuer or from acting in the management or conduct of the affairs of any issuer. D ABSENCE OF A CONFLICT OF INTERESTS AMONG THE DIRECTORS AND THE CORPORATE OFFICERS There is no conﬂict of interest between any duties to the issuer, of the persons referred to above, and their private interests and/or other duties. 3.2. Senior Management compensation and employees’ interests in the issuer’s capital D 3.2.1. SENIOR MANAGEMENT COMPENSATION • ensures that the Group’s policies and priorities are reﬂected in variable remuneration programs, both short and long-term. 3.2.1.1. Compensation policy 3.2.1.1.1. General policy Remuneration is fixed by the Board of Directors upon the recommendation of the Compensation and Nomination Committee. This committee: 3.2.1.1.2. Rules governing the granting of the variable annual part (Bonus) in 2011 a) The Chairman, Bruno Bich, received no variable remuneration for 2011. b) The bonus paid to the Chief Executive Officer, Mario Guevara, was calculated on the basis of ﬁve criteria proposed by the Compensation and Nomination Committee and authorized by the Board of Directors at the beginning of the ﬁscal year: 3 • • analyzes and compares trends in remuneration for comparable individuals and positions in the marketplace; analyzes the performance of individuals and of the Company as a whole; CRITERIA Group net sales Net income Net cash from operating activities Inventory Personal objectives TOTAL 2011 BONUS TARGET AS A % OF BASE SALARY 30% 30% 15% 10% 35% 120% ACTUAL 2011 BONUS PAID, AS A % OF BASE SALARY 28.5% 37.2% 13.8% 8.5% 32.0% 120% The bonus paid for 2011 represents 100% of the bonus target, amounting to 840,000 U.S. dollars. BIC Group - 2011 Registration Document 63

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital c) The bonus paid to the Executive Vice-Presidents, François Bich and Marie-Aimée Bich-Dufour, was calculated on the basis of four criteria: Bonus - François Bich 2011 BONUS TARGET AS A % OF BASE SALARY 12.0% 18.0% 12.0% 18.0% 60.0% ACTUAL 2011 BONUS PAID, AS A % OF BASE SALARY 13.8% 28.5% 10.2% 18.0% 70.5% CRITERIA Net sales Income from operations Inventory Personal objectives and general appraisal TOTAL The 2011 bonus paid to François Bich amounts to 318,464 euros, which represents 118% of the bonus target. Bonus - Marie-Aimée Bich-Dufour 2011 BONUS TARGET AS A % OF BASE SALARY 9.0% 13.5% 9.0% 13.5% 45.0% ACTUAL 2011 BONUS PAID, AS A % OF BASE SALARY 8.64% 18.36% 7.65% 13.50% 48.15% CRITERIA Net sales Income from operations Inventory Personal objectives and general appraisal TOTAL The 2011 bonus paid to Marie-Aimée Bich-Dufour represents 107% of the bonus target, amounting to 128,873 euros. 3.2.1.2. Individual remuneration The total amount of remuneration awarded to the four Corporate Officers for the ﬁscal year 2011 is equal to 1,402,137 euros as ﬁxed remuneration (base) and 1,050,655 euros as variable remuneration (bonus). For the ﬁscal year 2010, those amounts were 1,403,618 euros as fixed remuneration (base) and 1,213,224 euros as variable remuneration (bonus) (1). The total amount of remuneration awarded to the members of the Management team (“Leadership” team of eleven members, including the Chief Executive Officer and the two Executive Vice-Presidents) was equal to 3,506,826 euros as fixed remuneration (base) and 2,210,075 euros as variable remuneration (bonus). For the ﬁscal year 2010, the team was made up of eleven members and those amounts were 3,466,920 euros as ﬁxed remuneration (base) and 2,678,529 as variable remuneration (bonus) (1). Total compensation and fringe beneﬁts awarded for ﬁscal years 2010 and 2011 by SOCIÉTÉ BIC and by the companies it controls, according to Article L. 233-16 of the French Commercial Code, to members of the Management bodies and to Senior Management of SOCIÉTÉ BIC in accordance with their functions within the Group, were as follows: Tables 1 - Summary of compensation, options and shares awarded to each Corporate Officer FINANCIAL YEAR 2010 (in euros) BRUNO BICH CHAIRMAN Compensation due in respect of the ﬁnancial year (detailed in table 2) Valuation of stock options awarded during the ﬁnancial year (detailed in table 4) Valuation of performance shares awarded during the ﬁnancial year (detailed in table 6) TOTAL FINANCIAL YEAR 2011 (in euros) 165,000 165,000 180,000 180,000 Bruno Bich has been the Non-Executive Chairman since March 2006 and receives a ﬁxed remuneration (with no variable element) through SOCIÉTÉ BIC, in relation to his position as Non-Executive Chairman. (1) Amounts in U.S. dollars were converted into euros using the average exchange rate for 2011 (1 euro = 1,3923 U.S. dollars) and for 2010 (1 euro = 1,3255 U.S. dollars). 64 BIC Group - 2011 Registration Document

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital MARIO GUEVARA CHIEF EXECUTIVE OFFICER Compensation due in respect of the ﬁnancial year (detailed in table 2) Valuation of stock options awarded during the ﬁnancial year (detailed in table 4) Valuation of performance shares awarded during the ﬁnancial year (detailed in table 6) FINANCIAL YEAR 2010 (in U.S. dollars) (a) 1,726,267 (1,302,352 euros) 1,275,486 (962,268 euros) 3,001,753 (2,264,620 euros) FINANCIAL YEAR 2011 (in U.S. dollars) (b) 1,622,906 (1,165,629 euros) 1,842,953 (1,323,675 euros) 3,485,859 (2,489,304 euros) TOTAL (a) Amounts in U.S. dollars were converted into euros using the average exchange rate for 2010 (1 euro = 1.3255 U.S. dollars). (b) Amounts in U.S. dollars were converted into euros using the average exchange rate for 2011 (1 euro = 1. 3923 U.S. dollars). (See Note 1-10 to the consolidated ﬁnancial statements). FRANÇOIS BICH EXECUTIVE VICE-PRESIDENT Compensation due in respect of the ﬁnancial year (detailed in table 2) Valuation of stock options awarded during the ﬁnancial year (detailed in table 4) Valuation of performance shares awarded during the ﬁnancial year (detailed in table 6) TOTAL FINANCIAL YEAR 2010 (in euros) FINANCIAL YEAR 2011 (in euros) 793,299 471,700 1,264,999 773,858 588,300 1,362,158 MARIE-AIMÉE BICH-DUFOUR EXECUTIVE VICE-PRESIDENT Compensation due in respect of the ﬁnancial year (detailed in table 2) Valuation of stock options awarded during the ﬁnancial year (detailed in table 4) Valuation of performance shares awarded during the ﬁnancial year (detailed in table 6) TOTAL FINANCIAL YEAR 2010 (in euros) FINANCIAL YEAR 2011 (in euros) 420,167 165,095 585,262 398,755 205,905 604,660 3 Tables 2 - Summary of the compensation of each Corporate Officer BRUNO BICH CHAIRMAN AMOUNTS FOR FINANCIAL YEAR 2010 (in euros) AMOUNTS FOR FINANCIAL YEAR 2011 (in euros) Due Fixed compensation Variable compensation Extraordinary compensation Directors’ fees Fringe beneﬁts TOTAL 165,000 165,000 Paid 165,000 165,000 Due 180,000 180,000 Paid 180,000 180,000 BIC Group - 2011 Registration Document 65

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital MARIO GUEVARA CHIEF EXECUTIVE OFFICER AMOUNTS FOR FINANCIAL YEAR 2010 (in euros) (a) AMOUNTS FOR FINANCIAL YEAR 2011 (in euros) (b) Due Fixed compensation Variable compensation Extraordinary compensation Directors’ fees Fringe beneﬁts 700,000 (528,103 euros) 945,000 (712,939 euros) 1) Vehicle beneﬁt: 19,200 (14,485 euros) 2) Company contributions to Company U.S, savings plan: a) 401 K: 7,350 (5,545 euros) b) “Exec Comp Plan”: 28,000 (21,124 euros) 3) Other: 26,717 (20,156 euros) TOTAL 1,726,267 (1,302,352 euros) Paid 700,000 (528,103 euros) 860,000 (648,812 euros) 1) Vehicle beneﬁt: 19,200 (14,485 euros) 2) Company contributions to Company U.S, savings plan: a) 401 K: 7,350 (5,545 euros) b) “Exec Comp Plan”: 28,000 (21,124 euros) 3) Other: 26,717 (20,156 euros) 1,641,267 (1,238,225 euros) Due 700,000 (502,765 euros) 840,000 (603,318 euros) 1) Vehicle beneﬁt: 19,200 (13,790 euros) 2) Company contributions to Company U.S, savings plan: a) 401 K: 7,350 (5,279 euros) b) “Exec Comp Plan”: 28,000 (20,111 euros) 3) Other: 28,356 (20,366 euros) 1,622,906 (1,165,629 euros) Paid 700,000 (502,765 euros) 945,000 (678,733 euros) 1) Vehicle beneﬁt: 19,200 (13,790 euros) 2) Company contributions to Company U.S, savings plan: a) 401 K: 7,350 (5,279 euros) b) “Exec Comp Plan”: 28,000 (20,111 euros) 3) Other: 28,356 (20,366 euros) 1,727,906 (1,241,044 euros) (a) Amounts in U.S. dollars were converted into euros using the average exchange rate for 2010 (1 euro = 1.3255 U.S. dollars). (b) Amounts in U.S. dollars were converted into euros using the average exchange rate for 2011 (1 euro = 1. 3923 U.S. dollars). (See Note 1-10 to the consolidated ﬁnancial statements). FRANÇOIS BICH EXECUTIVE VICE-PRESIDENT AMOUNTS FOR FINANCIAL YEAR 2010 (in euros) AMOUNTS FOR FINANCIAL YEAR 2011 (in euros) Due Fixed compensation Variable compensation Extraordinary compensation Directors’ fees Fringe beneﬁts 442,865 350,000 Vehicle (Value of beneﬁt): 434 793,299 Paid 442,865 311,969 Vehicle (Value of beneﬁt): 434 755,268 Due 451,722 318,464 Vehicle (Value of beneﬁt): 3,672 773,858 Paid 451,722 350,000 Vehicle (Value of beneﬁt): 3,672 805,394 TOTAL MARIE-AIMÉE BICH-DUFOUR EXECUTIVE VICE-PRESIDENT AMOUNTS FOR FINANCIAL YEAR 2010 (in euros) AMOUNTS FOR FINANCIAL YEAR 2011 (in euros) Due Fixed compensation Variable compensation Extraordinary compensation Directors’ fees Fringe beneﬁts 267,650 150,285 Vehicle (Value of beneﬁt): 2,232 420,167 Paid 267,650 136,502 Vehicle (Value of beneﬁt): 2,232 406,384 Due 267,650 128,873 Vehicle (Value of beneﬁt): 2,232 398,755 Paid 267,650 150,285 Vehicle (Value of beneﬁt): 2,232 420,167 TOTAL 66 BIC Group - 2011 Registration Document

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital 3.2.1.3. Directors’ fees Bruno Bich, Mario Guevara, François Bich and Marie-Aimée Bich-Dufour receive no Directors’ fees in connection with the functions they perform in Group companies. Also, none of the Leadership Team members receive Directors’ fees in connection with the functions they perform in Group companies. Total Directors’ fees paid to Mrs. Chandon-Moët, Mrs. Poinsot, Mr. Glen, Mr. Pélisson, Mr. Rostand, Mr. Vareille and SOCIÉTÉ M.B.D. are determined on the basis of their participation in the Audit Committee and the Compensation and Nomination Committee of the Board of Directors. These Board members do not receive any other compensation from BIC. Table 3 - Non-Corporate Officers’ fees DIRECTORS’ FEES PAID RELATING TO 2010 BOARD MEMBERS Marie-Pauline Chandon-Moët John Glen Gilles Pélisson Marie-Henriette Poinsot Frédéric Rostand SOCIÉTÉ M.B.D. Pierre Vareille TOTAL (in euros) DIRECTORS’ FEES PAID RELATING TO 2011 (in euros) 30,000 40,000 40,000 40,000 40,000 40,000 40,000 270,000 31,000 47,000 47,000 43,000 43,000 43,000 43,000 297,000 3.2.1.4. Allocation of stock options As part of a policy recommended by the Compensation and Nomination Committee, the Board has decided not to award stock options in 2011 and set up a policy of free share grants. Some 500 executives receiving stock options on the basis of their position in the Company (eligible) will receive three-year performance-based free share grants. To replace the stock option programs rewarding staff selected by Management and key contributors of the year, free share grants without performance condition will be awarded. To the knowledge of the Company, no hedging instrument has been put in place by the two Corporate Officers holding stock options (Mario Guevara and Marie-Aimée Bich-Dufour). Moreover, these Corporate Officers have made the formal commitment not to use such instruments. The dilutive impact of the previous stock option grants is reported in Note 7 to the consolidated ﬁnancial statements. A template that summarizes all stock option plans is included in Note 17 to the consolidated ﬁnancial statements. 3 Tables 4 - Stock options awarded during the financial year 2011 to each Corporate Officer VALUATION OF THE OPTIONS ACCORDING TO THE METHOD USED FOR THE CONSOLIDATED FINANCIAL STATEMENTS (in euros) OPTIONS AWARDED TO EACH CORPORATE OFFICER BY THE ISSUER AND BY ANY COMPANY OF THE GROUP (NOMINATIVE LIST) N/A NUMBER AND DATE OF THE PLAN - NATURE OF THE OPTIONS (PURCHASE OR SUBSCRIPTION) - NUMBER OF OPTIONS AWARDED DURING THE FINANCIAL YEAR 2011 - EXERCISE PRICE (in euros) EXERCISE PERIOD - - - Stock options awarded during the financial year 2010 to each Corporate Officer VALUATION OF THE OPTIONS ACCORDING TO THE METHOD USED FOR THE CONSOLIDATED FINANCIAL STATEMENTS (in euros) OPTIONS AWARDED TO EACH CORPORATE OFFICER BY THE ISSUER AND BY ANY COMPANY OF THE GROUP (NOMINATIVE LIST) N/A NUMBER AND DATE OF THE PLAN - NATURE OF THE OPTIONS (PURCHASE OR SUBSCRIPTION) - NUMBER OF OPTIONS AWARDED DURING THE FINANCIAL YEAR 2010 - EXERCISE PRICE (in euros) EXERCISE PERIOD - - - BIC Group - 2011 Registration Document 67

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital Tables 5 - Stock options exercised during the financial year 2011 by each Corporate Officer OPTIONS EXERCISED BY CORPORATE OFFICERS (NOMINATIVE LIST) N/A NUMBER OF OPTIONS NUMBER AND DATE OF EXERCISED DURING THE THE PLAN FINANCIAL YEAR - EXERCISE PRICE (in euros) AWARD YEAR - - Stock options exercised during the financial year 2010 by each Corporate Officer OPTIONS EXERCISED BY CORPORATE OFFICERS (NOMINATIVE LIST) Mario Guevara NUMBER OF OPTIONS NUMBER AND DATE OF EXERCISED DURING THE THE PLAN FINANCIAL YEAR 7 (Dec. 15, 2004) 8 (Dec. 14, 2005) Marie-Aimée Bich-Dufour 3 (Dec. 18, 2000) 12,000 15,000 6,500 EXERCISE PRICE (in euros) AWARD YEAR 2004 2005 2000 36.76 50.01 41.03 3.2.1.5. Free, performance-based share allocations From 2005, exercising the power placed at its disposal by the May 19, 2005 Annual Shareholders’ Meeting, by the May 23, 2007 Annual Shareholders’ Meeting, and by the May 12, 2010 Annual Shareholders’ Meeting the Board of Directors resolved, upon the recommendation of the Compensation and Nomination Committee, to put in place a policy of three-year performance-based free share grants. Regarding the seven plans in force, performance is assessed over a three-year period according to the achievement of two objectives: transferred, will be non-transferable for a further period of three years. In addition, according to Law n°2006-1770 of December 30, 2006, BIC Corporate Officers will have to keep 20% of free shares acquired, until their mandate expires. The 20% will be reduced to 10% when the Chief Executive Officer owns ﬁve years of base salary in BIC shares and when the Executive Vice-Presidents own three years of base salary in BIC shares. To the knowledge of the Company, no hedging instrument has been put in place by the three Corporate Officers mentioned in the tables 6 and 7 below. Moreover, these Corporate Officers have made the formal commitment not to use hedging instruments. In 2011, 87,650 shares were granted to 28 beneﬁciaries. In 2010, 83,475 shares were granted to 27 beneﬁciaries. The total number of granted shares is reported in Note 17 to the consolidated ﬁnancial statements. • • net sales growth; net cash from operating activities, excluding capital outlays, as a percentage of net sales. At the conclusion of this three-year period in which the required level of performance must be achieved, the shares, which are permanently Tables 6 - Performance shares awarded during the financial year 2011 to each Corporate Officer VALUATION OF THE SHARES ACCORDING TO THE METHOD USED FOR THE CONSOLIDATED FINANCIAL STATEMENTS (in euros) PERFORMANCE SHARES AWARDED DURING THE FINANCIAL YEAR TO EACH CORPORATE OFFICER BY THE ISSUER AND BY ANY COMPANY OF THE GROUP Mario Guevara François Bich Marie-Aimée Bich-Dufour NUMBER AND DATE OF THE PLAN 7 (Feb. 15, 2011) 7 (Feb. 15, 2011) 7 (Feb. 15, 2011) NUMBER OF SHARES AWARDED DURING THE FINANCIAL YEAR 22,500 10,000 3,500 ACQUISITION DATE Mar. 15, 2014 Mar. 15, 2014 Mar. 15, 2014 AVAILABILITY DATE Mar. 15, 2017 Mar. 15, 2017 Mar. 15, 2017 PERFORMANCE CONDITIONS 1. Increase net sales 2. Net cash from operating activities, excluding capital outlays, as a percentage of net sales 1,323,675 588,300 205,905 68 BIC Group - 2011 Registration Document

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital Performance shares awarded during the financial year 2010 to each Corporate Officer VALUATION OF THE SHARES ACCORDING TO THE METHOD USED FOR THE CONSOLIDATED FINANCIAL STATEMENTS (in euros) PERFORMANCE SHARES AWARDED DURING THE FINANCIAL YEAR TO EACH CORPORATE OFFICER BY THE ISSUER AND BY ANY COMPANY OF THE GROUP Mario Guevara François Bich Marie-Aimée Bich-Dufour NUMBER AND DATE OF THE PLAN 6 (Feb. 16, 2010) 6 (Feb. 16, 2010) 6 (Feb. 16, 2010) NUMBER OF SHARES AWARDED DURING THE FINANCIAL YEAR 20,400 10,000 3,500 ACQUISITION DATE Mar. 16, 2013 Mar. 16, 2013 Mar. 16, 2013 AVAILABILITY DATE Mar. 16, 2016 Mar. 16, 2016 Mar. 16, 2016 PERFORMANCE CONDITIONS 1. Increase net sales 2. Net cash from operating activities, excluding capital outlays, as a percentage of net sales 962,268 471,700 165,095 Tables 7 - Performance shares that have become available during the financial year 2011 NUMBER OF SHARES THAT HAVE BECOME AVAILABLE DURING THE FINANCIAL YEAR 1,855 1,855 PERFORMANCE SHARES THAT HAVE BECOME AVAILABLE FOR EACH CORPORATE OFFICER (NOMINATIVE LIST) Mario Guevara Marie-Aimée Bich-Dufour NUMBER AND DATE OF THE PLAN 1 (May 19, 2005) 1 (May 19, 2005) ACQUISITION TERMS 70% of the initial allocation is ﬁnally acquired, based on the realization of performance conditions AWARD YEAR 2005 2005 3 Performance shares that have become available during the financial year 2010 NUMBER OF SHARES THAT HAVE BECOME AVAILABLE DURING THE FINANCIAL YEAR - PERFORMANCE SHARES THAT HAVE BECOME AVAILABLE FOR EACH CORPORATE OFFICER (NOMINATIVE LIST) N/A NUMBER AND DATE OF THE PLAN - ACQUISITION TERMS - AWARD YEAR - BIC Group - 2011 Registration Document 69

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital 3.2.1.6. Pension plans a) Since April 2006, the Chairman, Bruno Bich, has been receiving a pension paid by the BIC CORPORATION Supplementary Executive Retirement Plan, to which he has been contributing for more than 30 years. In 2011 Bruno Bich received 555,360 U.S. dollars. b) Mario Guevara contributes to the BIC CORPORATION Supplementary Executive Retirement Plan. This plan provides a pension equal to 2.5% of the average remuneration of the last three years of service, by year of seniority, with a maximum of 50% (i.e. 20 years). The commitments arising from this plan are recorded in BIC CORPORATION’s accounts in accordance with IAS 19. The amount of pension liability included in BIC’s IAS 19 obligation as of December 31, 2011 for Mario Guevara is 7,888,613 U.S. dollars (7,241,066 U.S. dollars for the Supplementary Executive Retirement Plan and 647,547 U.S. dollars for the U.S. Qualiﬁed Pension Plan). As of December 31, 2011, Mario Guevara has accrued a pension beneﬁt equivalent to 2.5% x 19 years of service = 47.5% of the average of the last three years of service (i.e., for information, a pension equal to 719,000 U.S. dollars, if he had stopped his activity in December 31, 2011). c) François Bich and Marie-Aimée Bich-Dufour contribute to the Supplementary Executive Retirement Plan for BIC executives in France. This plan, which is an additional pension plan, provides a supplementary pension to the compulsory plans equal to 1.25% of the average remuneration of the last three years of service, based on years of membership of the plan, with a maximum of 25% (i.e. 20 years). In addition, the consolidation of all their pension rights cannot exceed a replacement rate of 50%. SOCIÉTÉ BIC has made provision for the commitments arising from this plan in accordance with IAS 19. The amount of pension liability included in BIC’s IAS 19 obligation as of December 31, 2011 is 3,900,610 euros for Francois Bich and 1,212,660 euros for Marie-Aimée Bich-Dufour. As of December 31, 2011, François Bich has accrued a pension beneﬁt equivalent to 1.25% x 20 years of service = 25% of the average remuneration of the last three years of service (i.e., for information, a pension equal to 182,500 euros, if he had stopped his activity in December 31, 2011) and Marie-Aimée Bich-Dufour has accrued a pension beneﬁt equivalent to 1.25% x 16 years of service = 20% of the average remuneration of the last three years of service (i.e., for information, a pension equal to 78,700 euros, if she had stopped her activity in December 31, 2011). 3.2.1.7. Exceptional remuneration (paid upon assuming or relinquishing an appointment) No commitment was entered into with Corporate Officers regarding exceptional remuneration to be paid at the conclusion of their term of appointment. Table 8 SUPPLEMENTARY PENSION PLAN Yes No MANDATE TERMINATION INDEMNITIES OR BENEFITS Yes No NON-COMPETITION INDEMNITIES Yes No CORPORATE OFFICERS WORKING CONTRACT Yes No Bruno Bich Chairman 1st nomination: June 2, 1986 End of mandate: Annual Shareholders’ Meeting in 2013, for the ﬁscal year 2012 Mario Guevara Chief Executive Officer Beginning of mandate: March 1, 2006 François Bich Executive Vice-President Beginning of mandate: December 15, 1988 Marie-Aimée Bich-Dufour Executive Vice-President Beginning of mandate: March 22, 1995 X X X (See § 3.2.1.6.) X (See § 3.2.1.6.) X (See § 3.2.1.6.) X X X (a) X X X X X X X X (a) No working contract was concluded between SOCIÉTÉ BIC and Mario Guevara. Mario Guevara is also Chief Executive Officer of BIC CORPORATION and BIC INTERNATIONAL, American companies. No termination payments are provided for these two functions, which can be terminated at any time. 70 BIC Group - 2011 Registration Document

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3 - Corporate Governance Senior Management compensation and employees’ interests in the issuer’s capital D 3.2.2. TRANSACTIONS IN COMPANY SHARES BY CORPORATE OFFICERS IN 2011 (ARTICLE L. 621-18-2 OF THE MONETARY AND FINANCIAL CODE) Summary of notifications established pursuant to Article L. 621-18-2 of the Monetary and Financial Code (details available on www.amf-france.org): TYPE AND NUMBER OF TRANSACTIONS DECLARING Bruno Bich PURCHASES SOCIÉTÉ M.B.D. (a) Trust distribution. SALES 3 - EXCHANGES 2 - OTHERS 1(a) - NUMBER OF SHARES 98,376 994,377 468,877 126,084 20 D 3.2.3. EMPLOYEES’ INTERESTS IN THE ISSUER’S CAPITAL 3.2.3.1. Agreements for proﬁt sharing No plan in conformance with the issuer (SOCIÉTÉ BIC has no salaried employees) but every subsidiary can have its own agreement according to the applicable law. 3.2.3.2. Stock options granted to the ten highest paid employees who are not Corporate Officers, and options exercised STOCK OPTIONS GRANTED TO THE TEN HIGHEST PAID EMPLOYEES WHO ARE NOT CORPORATE OFFICERS, AND OPTIONS EXERCISED Options granted during the exercise by the issuer and by any company included in the perimeter of allocation of the options, to ten employees of the issuer and any company included in this perimeter, receiving the highest number of options so granted Options held on the issuer and the companies concerned previously, raised during the year, by the ten employees of the issuer and these companies, receiving the highest number of so subscribed options TOTAL NUMBER OF ATTRIBUTED OPTIONS/OF SUBSCRIBED SHARES WEIGHTED AVERAGE PRICE (in euros) DATE OF MATURITY NUMBER OF PLAN 3 7,000 2,000 1,225 1,210 11,600 14,800 21,350 3,000 36.57 30.93 36.96 36.76 50.01 52.35 49.62 40.18 Dec. 12, 2011 Dec. 9, 2012 Dec. 16, 2013 Dec. 14, 2014 Dec. 13, 2015 Dec. 12, 2014 Dec. 10, 2015 Dec. 9, 2016 4 5 6 7 8 9 10 11 TOTAL 62,185 The characteristics of these plans are described in Note 17 to the consolidated ﬁnancial statements as well as the use made by the employees. BIC Group - 2011 Registration Document 71

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company 3.3. Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company Dear Shareholders, You will ﬁnd hereafter the requested information in compliance with the Article L. 225-37 of the French Commercial Code. D 3.3.1. COMPOSITION AND FUNCTION OF ADMINISTRATIVE AND MANAGEMENT BODIES b) Formation According to the articles of incorporation, the Board of Directors must comprise between three and twelve members. The Rules of Procedures state that “the Board endeavors to be composed of at least one third Independent Directors (…)”. (Title I, Section 1). Among the ten members of the Board of Directors of SOCIÉTÉ BIC are: 3.3.1.1. Composition of administrative and management bodies See § 3.1 Mandates of the Directors and of the Corporate Officers as of December 31, 2011. • 3.3.1.2. Function of the Board of Directors Rules of Procedures formalize the mission, organization and ethical principles that guide the actions of the Board of Directors. SOCIÉTÉ BIC abides by the AFEP and MEDEF’s corporate governance Code of listed corporations (available on the website www.medef.fr). The Company complies with this Code except when indicated in the present report. four Independent Directors within the deﬁnition of the AFEP and MEDEF’s corporate governance Code of listed corporations: John Glen, Gilles Pélisson, Frédéric Rostand and Pierre Vareille. These Directors do not have any relation of any kind with the Company, its Group or its management that is such as to color their judgment. Characterization as an Independent Director has been reviewed by the Board of Directors prior to publication of the annual report; two women, in accordance with Article 5 of Law n° 2011-103 of January 27, 2011: Marie-Pauline Chandon-Moët and Marie-Henriette Poinsot; four nationalities, helping the BIC Group to benefit from an international vision. • • a) Mission The Board of Directors determines the broad lines of the Company’s business activities and ensures their implementation. It deals with all matters relating to the conduct of the Company’s business and decides all pertinent issues. The Board of Directors has to give its opinion on matters that can have a signiﬁcant impact on the development, strategy or operation of the Group. In order to successfully achieve its mission, the Board of Directors of SOCIÉTÉ BIC has complete, sincere and fast information, in particular regarding the activity of each category, as well as the ﬁnancial and treasury situation of the Company. The Rules of Procedures provide how the Board of Directors is kept informed about the ﬁnancial situation of the Company. It also provides that each Director has the duty to keep up-to-date and to ensure that he receives in due time sufficient and relevant information. Directors and other people concerned are informed in writing of rules concerning restrictions and/or prohibitions regarding share purchase or sale activity when they have information not yet made public. The Directors are elected by the Annual Shareholders’ Meeting. The term of their mandate is three years except shorter term in order to favor a smooth replacement of Directors. The Rules of Procedures also provide that any Director must be a shareholder and should hold, beyond the only statutory requirement (one share), 500 shares. The separation of the functions of Chairman of the Board and Chief Executive Officer was decided by the Board of Directors Meeting and is effective as of March 1, 2006. c) Function The Board of Directors is assisted by two committees of experts, the Audit Committee and the Compensation and Nomination Committee. These committees meet several days prior to the Board Meeting which allows the Management team to take any necessary additional corrective measures to be review

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company In principle, the Board of Directors meets at least six times a year in ordinary session, as follows: • Miscellaneous: • progress of the project for fuel cell; • share repurchase program - cancellation of shares; • Sustainable Development Program. • • • • • • in February/March, to review the previous year’s financial statements and approve the upcoming annual budget; in April, to examine the accounts of the 1st Quarter of the year; in May, after the Ordinary Annual Shareholders’ Meeting; in August, for the half-year results; in October, to examine accounts of the 3rd Quarter of the year; in December, to analyze the activity and the initial estimates of full-year results. d) Assessment The Rules of Procedures prescribe that, once per annum, the Board of Directors must devote a point of its agenda to a discussion on its operation. This assessment makes it possible to give a progress report on the procedures of the Board of Directors in order to increase its efficiency and to ensure that the important questions are suitably prepared and discussed. (Title I, Section 3, Article 3.3). An assessment of the performance of the Board of Directors was conducted during 2011 by an independent advisor through deep interviews of the Chairman, the Directors and the Board secretary. The interviews were mainly related to the composition of the Board of Directors, its methodology, its composition, its relation with the general management team and the shareholders, as well as to the role and performance of the committees of experts. The assessment showed the efficiency and the involvement of the Directors and made it possible to identify a few possible improvements (such as the form of the documents submitted to the Board or the organisation of strategic seminars outside the Company) that do not require the modiﬁcation of the Rules of Procedure, nor the further formalization of the rules of operation of the Board of Directors. Other meetings of the Board of Directors are organized as required by the Group’s business activities throughout the year. The meetings serve to provide the Board with regular and relevant information and promote an environment for strong corporate governance. The Chief Executive Officer, the Executive Vice-Presidents and the Leadership Team members or any other person having a particular expertise as to the matters included in the agenda, are authorized, at the request of the Chairman, to attend the whole or part of the Board Meeting. The Statutory Auditors can also be invited to attend meetings other than the ones for which their convening is legally mandatory. In 2011, the Board of Directors met seven times for meetings of an average of three hours and thirty seven minutes. In addition, a meeting held at the Greek factory in Athens lasted a whole day. The average rate of attendance was 96.25%. The Board of Directors ruled in particular on the following points: • Accounts and budget: • settlement of the statutory accounts and of the consolidated ﬁnancial statements for the year ended December 31, 2010 and for the ﬁrst Half of the year 2011; • review of the quarterly results; • revision of the 2011 budget and 2012 preliminary budget. e) Principles and rules deﬁned by the Board of Directors in order to determine the remuneration and beneﬁts of the Corporate Officers See § 3.2.1. Senior Management compensation. The Company abides by the AFEP and MEDEF’s recommendations on the compensation of Corporate Officers (see AFEP and MEDEF’s corporate governance Code). Three recommendations cannot be applied for the following reasons: 3 • Corporate governance: • setting compensation for Corporate Officers and Directors; • allocation of free performance shares; • drawing-up of the various documents submitted to the Shareholders’ Meeting; • assessment of the performance of th

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company expires (the 20% will be reduced to 10% when the CEO owns ﬁve years of base salary in BIC shares and when Executive VicePresidents own three years of base salary in BIC shares). This obligation to keep shares, added to the performance conditions, appears sufficient. • it is also recommended that the acquisition of performance shares is linked to the internal performance requirements of the Company and external performance requirements (e.g. linked to the performance of other companies of the same sector). To date, two internal performance requirements are in force, but the external references were not deemed sufficiently relevant to justify their adoption. Among other tasks, the committee continues to monitor new communications and requirements related to the Law of Financial Security (LSF) and the Company’s implementation plan to meet these requirements. The Audit Committee also reviews any new International Financial Reporting Standards, Internal Control Structure and other ﬁnancial reporting matters including the reference document. In 2011, the Audit Committee also worked on: 3.3.1.3. Committees set up by the Board of Directors Two committees of experts, the Audit Committee and the Compensation and Nomination Committee assist the Board of Directors. • • • • • review of the Group risk mapping process; review of Internal Control and Audit ﬁndings; review of Group insurance and risk management coverage; review and approval of US pension plans asset allocation; review of treasury functions including cash management and hedging. b) Compensation and Nomination Committee Gilles Pélisson – Chairman (Independent Director). Marie-Henriette Poinsot. Frédéric Rostand (Independent Director). The Compensation Committee was created in 2001 and is responsible for examining the remuneration of Corporate Officers and of the members of the General Management and making proposals to the Board of Directors. The Committee‘s responsibility also includes Group salary policy, beneﬁts, stock option plans and free share awards. From 2007, the Board of Directors decided to allocate to this committee, now called the Compensation and Nomination Committee, the following additional tasks: a) Audit Committee John Glen – Chairman (Independent Director). Pierre Vareille (Independent Director). Édouard Bich (permanent representative of SOCIÉTÉ M.B.D.). The Audit Committee was created in 1997. Its primary mission is to ensure that the accounting principles applied to the Company’s consolidated and statutory accounts comply with current standards and are consistently applied, and to ensure that the internal consolidation procedures and controls yield ﬁnancial statements that fairly represent business results. The Audit Committee is responsible for providing its opinion on nomination of External Auditors, as well as attesting to the quality of the Auditors’ work and their independence. This includes verifying there is no potential conﬂict between the Auditors and the Company. The career of the Audit Committee members allows them to beneﬁt from ﬁnancial and accountant skills necessary to fulﬁl their mission. John Glen, President of the committee, has eight years experience as Group Finance Director of Air Liquide SA between 2000 and 2008. He was Vice Chairman of EFRAG (European Financial Reporting Group) Supervisory Board for four years. He is a fellow of the Chartered Institute of Certiﬁed Accountants and holds a Masters degree in Economics. Édouard Bich spent eight years in the Finance Department of Procter & Gamble in France. He holds a MBA in Finance from Wharton University - USA. Pierre Vareille has key experience in the management of industrial companies at the world level. He started his career in 1982 with Vallourec, holding various positions in manufacturing, controlling, sales and strategy b

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company 3.3.1.4. Limitation of the powers of the Chief Executive Officer The Rules of Procedures specify the type of operations that must in any case be ﬁrst authorized by the Board of Directors [Title I, Section 2, Article 2.2.]: • • the Company’s ability to abide by its values, ethics, laws and regulations; the Company’s personnel, assets, environment or reputation. Risk management is also a lever for managing the Company that helps: • • transactions not in line with SOCIÉTÉ BIC’s announced strategy; decisions to set up French or foreign operations by creating an establishment, direct or indirect subsidiary, or by acquiring a participation in a foreign operation, as well as any decisions to discontinue such operations, if the amount of such operations exceeds 50 million euros; internal reorganization if the cost of such operation exceeds 50 million euros. • • • • create and preserve the Company’s value, assets and reputation; secure decision-making and the Company’s processes to attain its objectives; promote the consistency of the Company’s actions with its values; mobilize the Company behind a shared vision of the main risks. • b) Internal control The adoption process also incorporates the deﬁnition for internal control as a company’s system, deﬁned and implemented under its responsibility, which aims to ensure that: D 3.3.2. RISK MANAGEMENT AND INTERNAL CONTROL PROCEDURES IMPLEMENTED BY THE COMPANY • • • • laws and regulations are complied with; the instructions and directional guidelines fixed by Executive Management are applied; the Company’s internal processes are functioning correctly, particularly those implicating the protection of its assets; ﬁnancial information is reliable. 3.3.2.1. Risk management and internal control deﬁnitions and objectives 3.3.2.1.1. Adoption of the principles of the AMF’s Risk Management and Internal Control Systems – Reference Framework For the issuance of this report, the Group complies with the principles outlined in Part II of the Risk Management and Internal Control Systems - Reference Framework updated in July 2010 by the Working Group chaired by Olivier Poupart-Lafarge and set up by the AMF (Autorité des marchés financiers – Paris Stock Exchange Authority). This corresponds to a partial adoption of the full text that also provides an Application Guide for Internal Control Procedures related to the Accounting and Financial Information Published by the Issuer. The related speciﬁc control activities are the responsibility of the local subsidiaries that continously adapt them to their current situation, with guidance from the Group Accounting and Controllers’ Manual. The Application Guide has not been formally compared to the existing procedures and processes but the Company does not expect material differences considering the similarity of the Application Guide with these two manuals. In general, the internal control contributes to the control over a company’s activities, to the efficiency of its operations and to the efficient utilization of its resources. The ﬁrst objective refers to all laws and regulations in force to which the Company is subject and incorporates in its daily activities to achieve its compliance objectives. The second addresses the guidelines given to the staff to understand what is expected of them and to be aware of the scope of freedom of action. This communication process is based on the Company’s objectives cascaded to the employees. The third covers all operational, industrial, commercial and ﬁnancial processes. Assets are understood to be both tangible and intangible assets (know-how, image or reputation) and are used throughout the existing processes of the company. The last objective deals with the preparation of reliable ﬁnancial statements, including full, interim and condensed ﬁnancial statements and

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company 3.3.2.1.2. Scope of risk management and internal control Risk management and internal control as defined in this report concern SOCIÉTÉ BIC as the parent company of the Group and all the entities consolidated within the Group. The internal control in place has been designed for all entities to suit the existing organization, the objectives determined by the Board of Directors and the Leadership Team (see § 3.3.2.3. - Risk management and internal control participants, speciﬁc structure(s) in charge / respective roles and interactions), and compliance with law and regulations. Supporting principles and system have been set up in all relevant areas and subsidiaries, taking into account local speciﬁcities and regulations. These principles are also known and followed by different centralized Group departments. These manuals distributed in all entities and available on the Group intranet provide the guidelines respectively for bookkeeping and financial reporting activities under IFRS standards, and for the procedures to respect the internal control system in all sectors of the Company (i.e. Purchasing, Treasury, Tax, Sales, etc.); • Human Resources Management Policy. Detailed in the Social and environmental responsibility – § 2.4. Workforce information, Human Resources Management fully participates in internal control efficiency. In particular, it ensures that the recruitment process is in line with the knowledge and skills required by the Group. In addition, it promotes Management’s objectives to each individual in accordance with his/ her role and responsibilities. For example, the Performance, Evaluation and Development (PED) tool was created to efficiently meet the following goals: • cascading of the Company’s objectives to the employees throughout the year, • training and people development: see Social and environmental responsibility – § 2.4. Workforce information; 3.3.2.1.3. Limitations of risk management and internal control systems Even with the most efficient organization, limitations inherent in risk management and internal control exist. Indeed, risk management and internal control systems cannot provide an absolute guarantee that the Company’s objectives will be met. The major existing limitations are the uncertainties in the outside world, the judgmental nature of people’s decisions and the result of potential human failure or of a simple error. Moreover, any time a control activity is to be implemented, the comparative cost/beneﬁt is taken into account ensuring reasonable control coverage. • Information systems. Different information systems are used depending on the business processes they support. They are organized primarily by continent. However, consolidation procedures are in place to have access to a consolidated result which allows Group Management to monitor performance and manage the operations. Most of the Group’s entities use fully integrated systems (ERP) to assist in the management of the business and report ﬁnancial data using a consolidation and management software (see § 3.3.2.2.4. Internal Control procedures). 3.3.2.2. Components of risk management and internal control of the Company and its subsidiaries The efficiency of the risk management and internal control systems of a Company relies on its components built to serve the objectives as deﬁned previously. 3.3.2.2.2. Dissemination of relevant and reliable information The Company has implemented efficient information dissemination processes and systems that allow accurate communication to the relevant level of responsibility and authority. The formats of these tools are diverse. They range from IT (Information Technology) solutions (including the Group Intranet, the ﬁnancial consolidation software, the integrated system implemented per continent, etc.) to existing procedures that include

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company This speciﬁc process leads to a three-step approach based on the following activities: • • • risk identiﬁcation and analysis; risk management; risk monitoring. Risks listed by this approach have been considered in the Group Presentation – § 1.6. Risk factors and are taken into account for the internal audit schedule. A similar methodology has been applied to the process of preparing ﬁnancial statements and consolidation. a) Risk identiﬁcation and analysis The identiﬁcation process highlights the main risks arising from both external and internal sources. The driver for identiﬁcation is the potential impact on the Company’s objectives, personnel, assets, environment or reputation. The risk identification and analysis process consists of two components: a bottom-up approach and a top-down approach: BOTTOM-UP APPROACH b) Risk management The major risks identiﬁed in the Group risk mapping are managed by the Leadership Team. These risks were followed and monitored in 2011. Progress and status of action plans related to certain key risks have been also reviewed and discussed at Board Meetings. The other risks continue to be monitored closely. In addition, different procedures exist (see § 3.2.2.4. Internal Control procedures). The Leadership Team, Categories, Continents and centralized departments such as Legal, Sustainable Development or Treasury, monitor risks on an ongoing basis. They are involved in the management of risks disclosed in the Group Presentation – § 1.6. Risk factors: This annual practice, based on a self-declaration principle, aims to identify and measure from a subsidiary level the risks considered as signiﬁcant for the Group. Questionnaires are addressed to the representatives of the targeted level (General Manager/Chief Financial Officer). Their feedback covers more than six years of history regarding the main risks. The Internal Control and Audit (IC&A) Department, as the process coordinator, challenges when required the answers received and the action plans mentioned in response to the identiﬁed risks. It also consolidates the documents and weighs the impacts to deliver a Group Risk Matrix. This matrix provides for all risk categories the average impact for the Group and a summary is shared with the Audit Committee and the Statutory Auditors. It is also shared with the Chairman of the Board. The methodology of this approach has been updated in 2011 with new guidelines and instructions. This update aimed to integrate the current process in the overall Group Risk Management Methodology initiated in 2010. The analysis and measurement of the identiﬁed risks are maintained internally. TOP-DOWN APPROACH • • • • the Group Treasury manages and monitors interest rate exposure and foreign exchange exposure on a daily basis; the Legal Department regularly follows changes of laws/regulations and litigations in progress; the main industrial and environmental risks are taken into account by the category or Country Management and the Sustainable Development Department; the signiﬁcant strategic and operational risks are managed by the Leadership Team. A yearly review of Insurance coverage process is also performed: see Group Presentation – § 1.6. Risk Factors – Insurance – Coverage of any risks to which the issuer may be exposed. 3 c) Risk monitoring The Leadership Team performs regular reviews of risk exposure. Each site/department creates its own scorecards and key indicators to detect, follow and measure the effectiveness of risk mitigation. The risk mappings are updated on a regularly basis. In addition, following a recommendation of the Audit Committee and a request by the Leadership Team, the Company initiated in 2010 a project to improve formalization of risk management. This project, conducted by the IC&A Department with the support of an independent adviso

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company Cost controllers work closely with operations and report to local Management and functionally to the continent / category Financial Director. The Group developed a Controllers’ Manual of policies and procedures in 2000 that was presented and communicated to the Finance Directors of the subsidiaries. This review is ongoing, with key policies and procedures updated and validated by functional managers as needed. When a new policy is created or an update or enhancement is made to an existing policy, the information is communicated via an “Internal Control bulletin” posted on the employee intranet and is also cascaded by the Leadership Team to all subsidiaries. The reporting procedures within the Group are the following: b) Other internal control procedures As already mentioned, internal control within BIC Group is decentralized. It is then the responsibility of each organization (subsidiary, department, category, continent, etc.) to establish the relevant procedures in all concerned sectors to support the objectives and deﬁnition of internal control. However, as a global framework, the Group Controllers’ Manual provides the general guidelines to be adapted for an accurate endorsement at the respective level of internal control. The Group’s main procedures are described below: PURCHASING AND CAPITAL INVESTMENT PROCEDURES • • • the Group finance information system allows preparation of statutory consolidations and management consolidations within the same reference frame; the Group also uses a detailed sales reporting system. A monthly reconciliation is prepared between the sales reporting and ﬁnancial information systems. Any meaningful variance is explained; the Group ﬁnancial information system is used in all the subsidiary companies, which allows an analysis at each level of reporting (subsidiaries, continents, Group or by category of products) starting from the same source data and according to the same reporting format; the Group internal ﬁnancial information is analyzed monthly and compared with the budget at the subsidiary level and the Leadership Team also reviews on a monthly basis the consolidated data and the related analysis; an analysis is performed between the budget, the forecasts and the strategic plan and is reviewed by the Leadership Team; the consolidated ﬁnancial information is validated by the Group Chief Financial Officer. Signiﬁcant issues are reviewed with the Chairman of the Board and the Chief Executive Officer; the Audit Committee validates this information and provides the Board of Directors with a report if necessary; the External Auditors are involved in the validation performed on a yearly basis of the production process of ﬁnancial information. The constant emphasis in these procedures is upon the engagement authorization. Indeed this initial step is the main driver for the rest of the process, from the acknowledgement of receipt of the purchased goods or service, to the payment of vendors. Therefore, the Group has implemented an authorization matrix that provides the accurate level of responsibilities required in accordance with the amount to be engaged. All authorizations are expected to be formalized on the appropriate form or through the IT systems. This approval process is the foundation of the three-way-match procedure followed within the Group. Starting with an approved purchase order, it requires that matching is performed at the following stages: • • • at the delivery/service rendering with the proof of delivery or completion; when receiving the supplier’s invoice for generation of payment. • • • • The three-way match process assures the segregation of duties principle and allows clear tracking of the validity of transactions throughout the purchasing process. In terms of capital expenditure, an additional step is required for th

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company These common principles deal in particular with: • • • • the validity of selling prices and selling conditions (price list set-up process, special pricing authorization schemes, etc.); the completeness and accuracy of the selling orders received through different media; the respect of recognition timing with emphasis on cut-off processes and adjustment procedures; the receivables fair value guarantee with procedures for bad debt reserve computation and credit notes issuance. Finally, speciﬁc rules are required for the management of the Fixed Asset Registers to support compliance with both local and Group accounting standards and to permit efficient monitoring activities. 3.3.2.2.5. Control activities Each level of the Group is involved in control activities in order to ensure that Group rules, guidelines and procedures are correctly applied. Moreover, the IC&A Department ensures through its annual review that no material differences exist in the Group. This control addresses both operational and ﬁnancial environments and focuses on: Similarly to the relationships with vendors, procedures deal with customers’ master ﬁle management, including the creation of new accounts, the cash allocation process for the payment receipts and credit management. INVENTORY MANAGEMENT PROCEDURES • • • • validity of the operations and transactions, including the authorization processes for expenditure and investment; completeness of transaction reporting; correct evaluation and recognition of operations for accurate information availability and disclosure; the guarantee of the Company’s future. The management of inventory covers both physical custody of the goods, valuation of these items and monitoring of the related ﬂows. Thus the procedures in place address both topics. Regarding physical safeguarding, Group policies are provided in addition to local regulations. They deal with: • • the safety objectives for the employees involved in the inventory management; and the assets’ security with clear guidelines in terms of storage conditions, stock take process or segregation of duties. 3.3.2.3. Risk management and internal control participants, speciﬁc structure(s) in charge/respective roles and interactions Risk management and internal control implemented by the Group are fully integrated functions within the organization. In terms of valuation, a BIC costing procedure is established to help local controllers follow the Group rules as well as comply with local accounting and ﬁnancial standards. The Group rules are disclosed in the Notes to the consolidated ﬁnancial statements – Note 1 Accounting policies. CASH MANAGEMENT PROCEDURES 3.3.2.3.1. The Board of Directors The Board of Directors of SOCIÉTÉ BIC, who represents the shareholders, acts in all circumstances in the interest of the Company. It must also review and approve the Company’s strategic objectives. 3 3.3.2.3.2. The Leadership Team The Leadership Team, under the direction of Mario Guevara, Chief Executive Officer of SOCIÉTÉ BIC, is comprised of eleven executives whose principal goal is to implement the strategy of the Company as defined by the Board. It is also responsible for defining the implementation and the supervision of the means to achieve the objectives. In addition to Mario Guevara, to François Bich, Executive Vice-President and General Manager Lighters and to Marie-Aimée Bich-Dufour, Executive Vice-President and General Counsel, the Leadership Team members include: Mostly centralized within the Group Treasury, some aspects of cash management are maintained at the local level. For both levels, procedures are in place to cover: • • • cash balance and payment management including physical safeguards, the performance of bank reconciliations and supervision of segregation of tasks performed; bank mandates and management o

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company Category General Managers are directly responsible for Manufacturing, New Product Development, Research and Quality Assurance. In addition, category Managers are responsible for developing and proposing each category’s long-term strategy. The Leadership Team monitors the quality of the internal control process and the implementation of risk coverage. It also ensures, with the Group Chief Financial Officer’s support, that indicators are consolidated in order to measure the operational performance against the budget and, if necessary, focus on the variances and corrective measures that may need to be implemented. In addition to the budget, forecasts are prepared and revised three times during the year to monitor the budget achievement and understand any current marketplace dynamics. A strategic planning process is in place to help identify future growth opportunities. Each year, the IC&A Department presents the review schedule to the External Auditors, provides updates and shares the resulting reports from site reviews. In addition, the IC&A Department coordinates site reviews with Group Finance and the External Auditors to ensure coverage of any speciﬁc areas. a) IC&A Department’s activities in 2011 Since the beginning of 2006, a long-term rotation schedule has been put in place to ensure that all sites and key processes are reviewed approximately every three years. The 2011 schedule led the IC&A Department to perform the audits of 26 entities, in manufacturing and distribution, combining initial visits and follow-up visits. These audits were carried out in accordance with a methodology and procedures set by the IC&A department, including in particular: 3.3.2.3.3. The Audit Committee The Audit Committee, described earlier in this report (see § 3.3.1.3. Committees set up by the Board of Directors), among other assignments, monitors closely the risk management and internal control systems on a regular basis. The committee can interview the Internal Audit Manager to be updated on the work performed during the year and can give its opinion on the department’s organization. A summary of internal audit ﬁndings is shared with the committee on a yearly basis. • • performance of tests (walkthroughs and detailed testing) and interviews with the contributors of the cycles reviewed in accordance with an approach based on the identiﬁed risks; the issuance of a report after the audit, which lists recommendations for improvements to be considered by the site/department, in accordance with a precise action plan and deadlines. The IC&A report is an excellent communication tool and plays an important role in the continuous improvement of controls within the Group. 3.3.2.3.4. The Internal Control & Audit Department In January 2004, the Group established the Internal Control and Audit Department, reporting operationally to the Financial Direction and on demand to the Leadership Team. This department reviews both ﬁnancial and operational activities and expresses an independent assessment on the degree of compliance with the policies, rules and procedures of the Group. The IC&A Department focuses on: • business cycle and process reviews (such as sales and collection, purchasing and disbursements, ﬁxed assets, inventories, payroll, cash management and accounting entry processing) at both the BIC subsidiary and Corporate level; testing of the controls in place to ensure their effectiveness and efficiency; coordination with functional managers for the continuous updating of the Controller’s Manual; issuance of guidance and recommendations for improvement to existing processes, including the sharing of Group best practices. No significant issues were identified as a result of the reviews. The issued recommendations in the audit reports highlighted improvements to certain controls for better e

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3 - Corporate Governance Chairman’s report on the Board of Directors function and on the risk management and internal control procedures implemented by the Company being placed on the achievement of operational goals, on the reliability of ﬁnancial information reported and on the compliance with relevant laws and regulations. All of these letters have been collected for 2011 and no major issues have been identiﬁed. A summary of the work performed during 2011 is presented to the Leadership Team, Audit Committee and Board of Directors. The analysis includes a summary of the internal control attestation letters signed by each country General Manager and lists a timeline for improvements to be made, as well as a summary of the risk analysis and controls, and action plans for 2012. As explained in the § 3.3.2.2.3. Risk Management, the IC&A Department continued to conduct in 2011 the risk mapping approach. 3.3.2.3.5. Employees Each employee is involved in internal control in accordance with his/ her respective knowledge and access to information to design, operate and monitor the internal control system. To reinforce the commitment of all employees to the importance of internal control, the Values of the Group have been posted since 1998 at all Group locations so that employees can share them. In 2005, the Group Vision and Values were updated and presented to all employees. Since 2005, a survey is performed every two years with employees regarding the compliance with Group Values (81% positive opinions in 2011). These values were continuously shared in 2011 within the Group. A Group Code of Ethics exists and is available for all employees. The Board of Directors has taken note of it and reasserted, as necessary, the importance of action and behavior principles mentioned in this Code. The Leadership Team validated the Group Code of Ethics, the procedures and policies, and cascades it throughout the Group. Additionally a Charter of Diversity was signed in 2011 by the Chief Executive Officer and the Director of Human Resources. This Charter of Diversity, shared by all of the entities, deﬁnes the Group commitment to continually improving and educating the employees about the value of diversity and aims to assist in the prevention of discrimination in the workplaces. b) Perspectives and Action Plan for 2012 The IC&A Department will continue to focus on process and efficiency improvements, testing of operational effectiveness of key controls and enhancing the overall review process. The 2012 audit schedule, prepared by the IC&A Department and validated by the Audit Committee and the Leadership Team, meets the long-term rotation principle for the site and processes reviews. It maintains the same level of commitment as in 2011, in terms of number of audits and of audited sites and processes. Finally, the IC&A Department will maintain its coordination role for the continuous improvement of Group procedures, and it will continue to be involved in the risk management project initiated in 2010. 3 BIC Group - 2011 Registration Document 81

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3 - Corporate Governance Statutory Auditors’ report 3.4. Statutory Auditors’ report on the report prepared by the Chairman of the Board of Directors D FOR THE YEAR ENDED DECEMBER 31, 2011 This is a free translation into English of the Statutory Auditors’ report issued in French prepared in accordance with Article L. 225-235 of the French Commercial Code on the report prepared by the Chairman of the Board of Directors on the internal control procedures relating to the preparation and processing of accounting and ﬁnancial information issued in French and is provided solely for the convenience of English speaking users. This report should be read in conjunction with, and construed in accordance with, French law and the relevant professional standards applicable in France. To the Shareholders, In our capacity as Auditors of SOCIÉTÉ BIC, and pursuant to Article L. 225-235 of the French Commercial Code (Code de Commerce), we hereby report to you on the report prepared by the Chairman of your company in accordance with Article L. 225-37 of the French Commercial Code for the year ended December 31, 2011. It is the Chairman’s responsibility to prepare, and submit to the Board of Directors for approval, a report on the internal control and risk management procedures implemented by the Company and containing the other disclosures required by Article L. 225-37 of the French Commercial Code, particularly in terms of corporate governance. It is our responsibility: • • to report to you on the information contained in the Chairman’s report in respect of the internal control and risk management procedures relating to the preparation and processing of accounting and ﬁnancial information, and; to attest that this report contains the other disclosures required by Article L. 225-37 of the French Commercial Code, it being speciﬁed that we are not responsible for verifying the fairness of these disclosures. We performed our procedures in accordance with professional standards applicable in France. Information in respect of the internal control and risk management procedures relating to the preparation and processing of accounting and ﬁnancial information The professional standards require that we perform the necessary procedures to assess the fairness of the information provided in the Chairman’s report in respect of the internal control and risk management procedures relating to the preparation and processing of accounting and ﬁnancial information. These procedures mainly consisted in: • • • obtaining an understanding of the internal control and risk management procedures relating to the preparation and processing of accounting and ﬁnancial information on which the information presented in the Chairman’s report is based and the existing documentation; obtaining an understanding of the work involved in the preparation of this information and the existing documentation; determining whether any signiﬁcant weaknesses in the internal control procedures relating to the preparation and processing of accounting and ﬁnancial information that we would have noted in the course of our engagement are properly disclosed in the Chairman’s report. On the basis of these procedures, we have no matters to report on the information given in respect of the internal control and risk management procedures relating to the preparation and processing of ﬁnancial and accounting information, set forth in the report of the Chairman of the Board of Directors, prepared in accordance with the provisions of Article L. 225-37 of the French Commercial Code. Other disclosures We hereby attest that the Chairman’s report includes the other disclosures required by Article L. 225-37 of the French Commercial Code. Paris and Neuilly-sur-Seine, February 28, 2012 The Statutory Auditors Grant Thornton French Member of Grant Thornton International Gilles HENGOAT Jean-François VIAT Deloitte & Associés 82 BIC Group - 2011 Registration Document

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4 COMMENTS ON THE YEAR 4.1. Operations and consolidated results 4.2. Financial situation 4.3. Management of currency and interest rate risks 4.4. Dividends 84 4.5. Investments 91 4.6. Prospects for 2012 and strategy 94 92 93 93 BIC Group - 2011 Registration Document 83

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4 - Comments on the year Operations and consolidated results 4.1. Operations and consolidated results D INTRODUCTION In 2011, BIC realized net sales of 1,824.1 million euros (+3.1% on a comparative basis (1)) and reached 362.4 million euros normalized IFO (2) (19.9% of net sales). Net income was 237.9 million euros and earnings per share (EPS) 5.00 euros. In 2011, BIC realized 83% of its sales in Consumer Goods (through its stationery, lighter, shaver and other products categories) and 17% in the Advertising and Promotional industry. In developing markets, full year 2011 net sales increased double digit, notably driven by the strong performance in Asia. We also experienced strong growth in Latin America, Middle East and Africa. • Consumer business • In Stationery products, net sales increased 4.1% at constant currencies. In Europe, BIC net sales grew low-single digit and in North America, net sales were almost ﬂat. Developing countries remained the growth engine of the Stationery category due to overall economic growth complemented by an increasing literacy rate. In this region, the net sales increased high single digit particularly in Latin America. In the Lighter category, net sales grew 8.6% at constant currencies. In Europe, BIC registered a mid-single digit growth thanks to a more segmented offer and despite the continuous low-cost, low-quality and mostly non-compliant Asian imports. In North America, BIC® lighters continued to strengthen their market leadership thanks to proven safety and best quality products, continued innovation in value-added sleeve designs and the improvement of distribution. In the Shaver category, BIC sales increased 9.1% at constant currencies. Full year performance was good in developed markets thanks to our “value” positioning and the success of new products (featuring the new movable blade technology). In developing markets, the strong base of users is still growing, while the recent triple-blade shavers continued to attract new consumers. In Latin America the performance continues to be broad-based across all BIC® product ranges. Advertising and Promotional Products • BIC APP net sales decreased 10.4% on a comparative basis. BIC APP sales trends differed signiﬁcantly from one segment to another, as the focus was given to the completion of the integration plan launched in 2010 and the rationalization of the product offer with major steps towards the rejuvenation of the portfolio. • In 2011, BIC continued to invest in brand name development to strengthen its recognition and reputation among customers and consumers in both developed and developing markets. Our goal is to consistently produce quality products at a lower cost, either in-house with our own technologies or, to a lesser extent, by outsourcing to increase ﬂexibility or to take advantage of new technologies. (1) On a comparative basis: at constant currencies and constant perimeter; Constant currency figures are calculated by translating the current year figures at prior year monthly average exchange rates - Figures at constant perimeter exclude the impacts of acquisitions and/or disposals that occurred during the current year and/or during previous year, until their anniversary date. (2) Normalized IFO: excluding restructuring, the gain on sale of BIC APP funeral products business and real estate gains for 2010 and excluding restructuring, impairment of goodwill and trademarks related to the disposal of PIMACO business to business divisions in Brazil, impairment of goodwill related to “other consumer products” in Greece consumer division and the gain on the disposal of REVA peg business in 2011. 84 BIC Group - 2011 Registration Document

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4 - Comments on the year Operations and consolidated results Comparison of key figures 2009-2011 CHANGE 2010/2011 (in million euros) 2009 1,562.7 719.7 239.6 216.0 2.7 218.7 (70.8) 3.8 151.7 3.15 48,151,691 2010 1,831.5 870.6 314.9 304.6 (1.8) 302.8 (100.3) 5.0 207.5 4.29 48,341,785 2011 1,824.1 898.5 362.4 339.7 9.2 348.8 (115.1) 4.1 237.9 5.00 47,565,299 AS REPORTED -0.4% +3.2% +15.1% +11.5% AT CONSTANT CURRENCIES (a) +2.1% ON A COMPARATIVE BASIS (b) +3.1% NET SALES Gross Proﬁt Normalized Income From Operations (c) Income From Operations Financial income/(costs) Income Before Tax and non-controlling interests Income tax expense Income From Associates Group Net Income Earnings Per Share (in euros) Number of shares (d) +15.2% +14.6% +14.7% +16.6% (a) Constant currencies ﬁgures are calculated by translating the current year ﬁgures at prior year monthly average exchange rates. (b) Comparative basis: at constant currencies and constant perimeter. Figures at constant perimeter exclude the impacts of acquisitions and/or disposals that occurred during the current year and/or during the previous year, and this until their anniversary date. (c) Excluding restructuring, the gain on sale of BIC APP funeral products business and real estate gains for 2010 and excluding restructuring, impairment of goodwill and trademarks related to the disposal of PIMACO business to business divisions in Brazil, impairment of goodwill related to “other products” in Greece consumer division and the gain on the disposal of REVA peg business in 2011. (d) Average number of shares outstanding net of treasury shares. BIC Group 2011 net sales reached 1,824.1 million euros, compared to 1,831.5 million euros in 2010, down 0.4% as reported, up 2.1% at constant currencies and up 3.1% on a comparative basis. 2011 IFO included a total of -22.8 million euros of non-recurring items: • • -5.1 million euros are related to the reorganization of the BIC APP business; -9.9 million euros are reﬂecting the impairment of goodwill and trademarks related to the disposal of the PIMACO business-tobusiness divisions in Brazil (-9.6 million euros) and the related restructuring expenses (-0.3 million euros); -8.7 million euros are due to an impairment of goodwill recorded in “Other Consumer products”, recognizing the challenging market conditions in some non-core product segments in Greece; +1.0 million euros are due to the gain related to the disposal of the REVA peg business in Australia. • Consistent with full year guidance, our Consumer business increased 6.3% on a comparative basis in 2011. BIC sales in developed markets showed good resilience with a 2.6% increase in Europe and 5.3% in North America, despite the challenging economic environment affecting both regions and particularly Southern Europe countries. In developing markets, net sales grew 10.6%, thanks to an overall solid annual performance across all categories in Latin America, Middle East, Africa and Asia. The Advertising and Promotional Products business sales decreased 13.7% at constant currencies and were down 10.4% on a comparative basis. 4 • • • The 2011 gross profit margin increased 1.8 points to 49.3% of sales versus 47.5% in 2010. Key components of gross proﬁt margin improvement were sales increases in the consumer business, better fixed cost absorption due to volume growth and manufacturing productivity, including the beneﬁts of restructuring and integration plans. 2011 Income From Operations increased 11.5% as reported to 339.7 million euros. The 2011 reported IFO margin was 18.6% compared to 16.6% in 2010. Excluding these impacts, 2011 normalized IFO was 362.4 million euros compared to 314.9 million euros in 2010 (+15.1%). 2011 normalized IFO margin was 19.9% compared to 17.2% for the same period last year. The key components of Normalized IFO margin improvement were: • • • • the increase in gross proﬁt margin (+1.8 points); OPEX savings related to the 2009 restructuring program and BIC APP integration pla

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4 - Comments on the year Operations and consolidated results Full year 2011 normalized IFO margin reached 22.2% compared to 19.2% in 2010 for the consumer business and 8.1% compared to 9.2% for BIC APP. Income before tax increased 15.2% as reported to 348.8 million euros. Finance revenue increased 11.0 million euros compared to 2010 as a result of lower interest expenses (repayment of Cello and Norwood loans) and favorable year to year change in revaluation of foreign currencies hedging. Tax rate was 33.0% consistent with 2010 level. 2011 Group net income was 237.9 million euros, a 14.7% increase as reported. 2011 Group net income included 4.1 million euros from income from associates (Cello Pens). Earnings per share (EPS) were 5.00 euros in 2011, compared to 4.29 euros in 2010, up 16.6%. Normalized EPS grew 21.2% at 5.38 euros compared to 4.44 euros in 2010. D 2011 GROUP PERFORMANCE BY CATEGORY BIC Group net sales and income from operations (IFO) by product category 2010-2011 OTHER PRODUCTS CONSUMER (a) IFO 41.9 59.8 Net sales 99.7 94.5 IFO (7.6) (22.8) (in million euros) STATIONERY Net sales IFO 69.3 83.5 LIGHTERS Net sales 480.8 510.8 IFO 173.6 199.8 SHAVERS Net sales 307.8 328.2 BIC APP Net sales 362.6 302.0 IFO 27.4 19.3 2010 2011 580.7 588.5 (a) Income from operations includes Other Products Income from operations as well as Group expenses not allocated to the categories. BIC Group IFO and Normalized (a) IFO by product category 2010-2011 (in million euros) STATIONERY Norm. IFO IFO 69.3 83.5 LIGHTERS Norm. IFO 174.0 199.9 IFO 173.6 199.8 SHAVERS Norm. IFO 43.6 59.8 IFO 41.9 59.8 OTHER PRODUCTS CONSUMER (b) Norm. IFO (6.4) (5.2) IFO (7.6) (22.8) BIC APP Norm. IFO 33.4 24.3 IFO 27.4 19.3 2010 2011 70.3 83.5 (a) Excluding restructuring, the gain on sale of BIC APP funeral products business and real estate gains for 2010 and excluding restructuring, impairment of goodwill and trademarks related to the disposal of PIMACO business to business divisions in Brazil, impairment of goodwill related to “other products” in Greece consumer division and the gain on the disposal of REVA peg business in 2011. (b) Income from operations includes Other Products Income from operations as well as Group expenses not allocated to the categories. Consumer business Stationery 2011 Stationery net sales increased 1.3% as reported to 588.5 million euros and 4.1% at constant currencies. Full Year 2011 volumes grew 6%. The Stationery market grew low-single digit in 2011. In Europe, BIC net sales grew low-single digit in a Stationery market where sell-out was ﬂat. We gained market share in almost all countries with strong value gains in France, the UK, Spain and Italy. In North America, net sales were almost ﬂat. The USA Stationery category delivered slight growth in 2011. Following the strong performance registered in 2010, BIC maintained its market share by delivering continued growth in Office Products and ﬂat back-to-school sales. Developing countries remain the growth engine of the Stationery category due to overall economic growth complemented by an increasing literacy rate. In these regions, BIC is taking proﬁt of those dynamics thanks to the success of its iconic products in Ball Pen, plus a growing presence in other segments such as Coloring and Marking in Latin America. In 2011, several new products contributed to our positive performance: • • • • • BIC® For Her™, the ﬁrst line of writing instruments speciﬁcally designed for women; Easy Glide INK extension to all ball pen value-added; Velocity Bold (1.6): “smoothest pen in the universe”; Launch of Evolution coloring range; 4-color line extension (4-color Grip). During the year, BIC® stationery products continued to beneﬁt from various advertising and marketing campaigns, such as our first advertising campaign in Korea and Thailand highlighting the Company 86 BIC Group - 2011 Registration Document

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4 - Comments on the year Operations and consolidated results dedication to grow its stationery business in Asia; an advertising campaign in Mexico for BIC Mark-it; and one in Brazil for the Evolution coloring range. Full year 2011 Stationery normalized IFO margin was 14.2% compared to 12.1% in 2010 beneﬁting from strong sales growth and improved ﬁxed cost absorption due to higher production volumes. • In developing markets, the strong base of users BIC has built with the historical one-blade and two-blade shavers is still growing, while the recent triple-blade shavers continued to attract new consumers. Lighters In 2011, BIC® lighter net sales increased by 6.2% as reported to 510.8 million euros. At constant currencies, sales grew by 8.6%. Volumes increased by 8% compared to 2010. In 2011, BIC maintained or grew market share in most geographies, conﬁrming its worldwide leadership. The 2011 Shaver normalized IFO margin was 18.2% compared to 14.2% in 2010. The improvement was due to an increase in sales and lower production costs (thanks to higher production volumes following the sales and efficiency improvements) and more than offset the increase in advertising we have initiated to support our new products and our brand. Other Products The Other Products consumer category includes various strategic and tactical activities. In 2011, the Other Products net sales decreased 5.1% as reported to 94.5 million euros, decreased 5.0% at constant currencies and -0.5% on a comparative basis. • In Europe, despite a strong pressure from branded competitors and non-compliant lighters, BIC has managed to outperform the market thanks to distribution gains and a more diversiﬁed offer addressing key targets such as young and females. In North America, BIC continued to strengthen its category leadership and increased its market share, driven by our proven safety and best quality products, continued innovation in value-added sleeve designs, speciﬁcally Rock Bands, Animals, Pop Culture, and Pro Series and the improvement of its distribution depth in both pocket and multipurpose lighters. In developing countries, 2011 has been a year of great achievements. Asia was the continent that grew the most with sales almost doubled in Japan after the implementation of the ISO 9994 and child-resistant regulation. We also experienced strong growth in Latin America, Middle East and Africa where we continue to improve distribution. • • BIC Sport: In 2011, BIC Sport sales (surfboards, windsurfs, kayaks and sailboats) reached 17.7 million euros, up 5.9% as reported and +8.2% at constant currencies. The disengagement of the kite activity has been balanced by the fast growing segment of Stand Up paddling surf boards in particular in North America. In 2011, BIC disposed the PIMACO business to business divisions in Brazil and the REVA peg business in Australia. The Other Products Consumer category also includes the licensing revenues derived from the BIC® Phone developed in partnership with several different European Telecom operators. More than 200,000 BIC® Phones were sold in 2011. • • • Other consumer products 2011 IFO was -22.8 million euros, negatively impacted by: • • The Lighter normalized 2011 IFO margin increased by 2.9 points to 39.1%, beneﬁting from the increase in sales and higher production volumes. -9.9 million euros reflecting the impairment of goodwill and trademarks related to the disposals of PIMACO business-tobusiness divisions in Brazil and the related restructuring expenses; -8.7 million euros due to an impairment of goodwill, recognizing the challenging market conditions in some non-core product segments in Greece. Shavers 2011 Shaver net sales increased 6.6% as reported to 328.2 million euros and 9.1% at constant currencies. Full Year 2011 shaver volumes were up 3%. In 2011, BIC® Shavers has continued to strengthen its positions, delivering market share gain and strong results. In all the geographies, consumers have continued to recognize the “gr

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4 - Comments on the year Operations and consolidated results BIC APP sales trends differed significantly from one segment to another, as the focus was given to the completion of the integration plan launched in 2010 and the rationalization of the product offer with major steps towards the rejuvenation of the portfolio. • In Calendars (18% of BIC APP sales), BIC APP maintained its leadership and market share in the US in a soft market. • • In Stationery (47% of BIC APP sales), the BIC Graphic branded products resisted well and we maintained our market shares. Net sales grew mid-single digit in developing markets. In Hard goods (35% of BIC APP sales), Norwood lost market shares as net sales were negatively impacted by customer service issues during the ﬁrst Half, with improvements in the second Half. In 2011, BIC APP reported IFO margin was 6.4% compared to 7.6% in 2010. This includes 5.1 million non-recurrent items related to the integration plan. Full year 2011 normalized IFO margin reached 8.1% compared to 9.2% in 2010. 2011 savings related to the integration plan amounted 15.7 million euros. D 2011 GROUP PERFORMANCE BY GEOGRAPHICAL AREA Net sales breakdown by geographical area CHANGE 2010/2011 (in million euros) 2010 524.9 773.8 532.8 2011 517.7 728.0 578.4 AS REPORTED -1.4% -5.9% +8.6% AT CONSTANT CURRENCIES (a) -1.4% -0.7% +9.6% ON A COMPARATIVE BASIS (b) -0.4% +0.4% +10.5% Europe North America Developing markets (a) Constant currencies ﬁgures are calculated by translating the current year ﬁgures at prior year monthly average exchange rates. (b) Comparative basis: at constant currencies and constant perimeter. Figures at constant perimeter exclude the impacts of acquisitions and/or disposals that occurred during the current year and/or during the previous year, and this until their anniversary date. Impact of change in perimeter and currency fluctuations on net sales 2010 Perimeter Currencies • Of which U.S. dollar • Of which Brazilian real +4.2% +7.1% +2.5% +2.0% 2011 -1.0% -2.5% -2.2% - Sensitivity to key currency changes on net sales 2010 +/-5% changes of U.S. dollar +/-5% changes of Brazilian real +/-5% changes of Mexican peso +/-1.9% +/-0.6% +/-0.2% 2011 +/-1.8% +/-0.6% +/-0.2% 88 BIC Group - 2011 Registration Document

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4 - Comments on the year Operations and consolidated results Europe The Europe region includes Western and Eastern Europe. In 2011, net sales in Europe reached 517.7 million euros, down 1.4% as reported, -1.4% at constant currencies and -0.4% on a comparative basis compared to 2010. • In Lighter, net sales grew high single digit and significantly outperformed the pocket lighter market. This growth was driven by our proven safety and best quality product, continued innovation in value-added sleeve designs, speciﬁcally Playboy, Rock Bands, Animals, Pop Culture, and Pro Series, and the improvement of our distribution depth in both pocket and multipurpose lighters. In Shavers, BIC was the only brand in the U.S. to gain share in one-piece in 2011, establishing itself as a stronger number two disposable brand overall in both volume and value, with 23% value market share and 27% volume market share, growing at twice the rate of the category. Our performance was driven by continued growth in the women’s sub-segment led by the BIC® Soleil® range complemented by gains in the men’s sub-segment led by a strong second year of our BIC® Hybrid Advance™. Consumer business 2011 was a good year for Europe consumer business despite the challenging economic environment, particularly in Southern Europe and Romania. The key contributors to the growth were France, the Northern area, Germany and the Eastern countries such as Russia, Ukraine and Turkey. • • The Stationery market (sell-out) was ﬂat across Europe. In this environment, BIC gained market share in almost all countries with strong value gains in France, the UK, Spain and Italy. We beneﬁted from a very good back-to-school, particularly in France, thanks to the on-going success of our “Econobic” loyalty program. Competitive environment remained challenging, both from branded products and private labels. 2011 was the year of the 60th anniversary of the BIC Cristal, allowing us to leverage brand support in France, UK, Italy and Spain mainly. In Lighters, we experienced a mid-single digit growth, with, notably, good results in France, Benelux, Germany and Russia, thanks to a more segmented offer and despite the continuous low-cost, lowquality and mostly non-compliant Asian imports. In Shavers, the market grew low-single digit. In 2011, we experienced our best sales performance in 8 years, grew in most geography (notably France, Italy and Eastern Europe) and gained market share in most countries. The launch of our movable blade technology coupled with the development of our franchise in Eastern Europe were the key growth drivers. We supported the launch of BIC® Flex 3, our shaver with movable technology, with the “Human Curling” campaign on the internet. Advertising and Promotional Products As in Europe, Advertising and Promotional Products sales remained soft. Norwood lost market share as net sales were negatively impacted by customer service issues during the ﬁrst Half with improvements in the second Half. In Calendars, BIC APP maintained its leadership and market share in a soft market. • Developing markets Developing markets include Latin America (Mexico, Central America, the Caribbean and South America), Middle East, Africa, Oceania and Asia. In 2011, net sales increased by 8.6% as reported to 578.4 million euros, +9.6% at constant currencies and +10.5% on a comparative basis. • Consumer business During the year, we continued to capitalize on our historical presence in Latin America, Middle East and Africa and started to enhance BIC awareness and visibility in Asia. We grew our business in all regions and in each of our three categories, with noticeable success in lighters in Japan and shavers in Latin America. Customers and consumer proximity, adapted product portfolio, efficient distribution remained the fundamentals of our strengths in developing market. Social responsibility helps us to play a key role in helping education progress in the countries we work in. In Latin America, 2011 net

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4 - Comments on the year Operations and consolidated results In Middle East and Africa, despite the persistent uncertainty in some countries (Tunisia-Libya-Egypt-Syria-Yemen), our “More for your money… Always” proposition continued to generate positive results across all categories. • • • In Stationery, while the BIC® Cristal® ball pen is historically very strong, we continued product range expansion in all segments (BIC® 4 Color family, Tipp-Ex® correction products). In Lighters, despite competition from low-cost and low-quality Asian products, sales increased thanks to a strong focus on “route to market strategy” and an improved communication on BIC’s commitment to safety and quality. In Shavers, growth in volume and value was driven by accelerated sales in triple blade line with the BIC® Flex 3 and Flex 4 in SouthAfrica and the BIC® Soleil® Easy and the Astor 3 in the Middle East. We also beneﬁted from the success of our classic line (Double Edge and Single blade) and notably the solid performance of the BIC® Lady in Africa. In Stationery, the “Think BIG Think BIC” campaign in South Korea and Thailand was targeted to young students and deployed on TV, buses, metro, internet and schools. Sheaffer performed very well thanks to the enhanced brand image and visibility obtained with the “Shop in Shop” concept. The Lighter category led overall growth thanks to the successful implementation of the ISO 9994 and child resistant regulation in Japan which was a huge opportunity to increase brand awareness and distribution in this country. BIC® Lighters were the ﬁrst to be certified and listed in the main Convenience stores chains nationwide. This was complemented with an advertising campaign in Cable TV, train stations and stores. Similar activities were executed in Korea, China, Malaysia, Thailand and Singapore resulting in increasing distribution and brand awareness improvement. More than 25.000 convenience stores have listed BIC® lighters throughout Asia in 2011. In Shavers, the competitive landscape remained challenging in North Asia countries where System is the dominant segment within the wet shave category. • • • We continued to support or build the BIC brand in all the regions, notably through the implementation of school programs in most of the countries. As an example, during the 2011 back to school we donated a pen to children in need to help them on the path of learning. Through this “Choose BIC and change a future” campaign, BIC will give away 1 million pens to be distributed to disadvantaged areas. This program is aimed at building brand awareness and equity and is totally in line with our BIC vision & values. In 2011, Asia achieved a double digit growth mainly driven by lighters. In all countries, new product launches, distribution expansion and targeted advertising have increased BIC products visibility throughout the region. Major advertising campaigns were executed during the year in Stationery and Lighters to increase the BIC brand awareness. In Oceania, we managed to grow market shares in Stationery and Shavers and consolidated our leadership positions in Lighters. • • • In Stationery, we launched the BIC® Cristal® Easy Glide and the BIC® Cristal® Extra Life brands in December in addition to the full BIC® Mark-it marking range. Lighters market share remained solid, particularly in the key Grocery, Petrol & Convenience channels. Shavers beneﬁted from the solid performance of our triple blade products. Advertising and Promotional Products BIC APP registered a solid sales performance in developing markets. 90 BIC Group - 2011 Registration Document

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4 - Comments on the year Financial situation 4.2. Financial situation At the end of 2011, net cash position was 329.5 million euros, compared to 397.1 million euros as of December 31, 2010. 2011 cash generation is impacted by the dividend payment for -90.6 million euros, -101.4 million euros of cash paid on share buy-back and -89.0 million euros CAPEX. Main balance sheet items (in million euros) 2009 1,304.3 53.7 161.5 480.3 40.1 305.3 215.0 40.2 2,029.1 2010 1,444.6 11.7 2.8 371.2 40.7 397.1 219.9 38.2 2,024.2 2011 1,467.1 8.8 1.6 300.7 39.2 329.5 211.6 51.0 2,080.5 Shareholders’ equity Current borrowings and bank overdraft Non-current borrowings Cash and cash equivalents - assets Other current ﬁnancial assets Net cash position Goodwill Intangible assets TOTAL ASSETS NB: SOCIÉTÉ BIC did not request any rating from any credit ratings agency nor, to the best of its knowledge, has it been the object of any unsolicited rating. Condensed cash flow statement (in million euros) 2009 247.7 92.0 3.4 343.1 (216.9) 110.0 236.2 478.9 2010 302.7 (1.3) (41.2) 260.2 (37.8) (362.1) (139.6) 368.0 2011 340.8 (114.8) (25.2) 200.8 (91.9) (176.8) (68.0) 299.4 Cash ﬂow from operations Increase/(Decrease) in net working capital Other operating cash ﬂows Net cash from operating activities Net cash from investing activities Net cash from ﬁnancing activities Net increase/(decrease) in cash and cash equivalents Closing cash and cash equivalents 4 BIC Group - 2011 Registration Document 91

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4 - Comments on the year Management of currency and interest rate risks 4.3. Management of currency and interest rate risks D HEDGING FOREIGN EXCHANGE RISKS ON INTERNATIONAL MARKETS As BIC has a presence in over 160 countries, business is subject to ﬂuctuations in ﬁnancial markets. Our foreign exchange (FOREX) risk management policy is to hedge transactions in foreign currencies through forward contracts and options. The Group does not hedge against FOREX conversion variations arising in the consolidation of foreign affiliates, except for intragroup dividends. Direct and equity investments are also usually carried out in local currencies. BIC manages foreign exchange risks only in order to protect proﬁtability, enhance liquidity and security and does not engage in any speculative transactions. Group Treasury is not a proﬁt centre and reports the status of its FOREX hedges to Senior Management on a monthly basis, splitting the transactions matured and non-matured, and the related FOREX results. Since 2000, the Group has annualized FOREX hedging, permitting subsidiaries to bring their exposure close to zero while all risks are centralized at the parent company level, except for non-convertible currencies. A regular reporting process common for all subsidiaries allows the identiﬁcation of FOREX positions for each currency and their forward-looking evolution within the year. SOCIÉTÉ BIC consolidates subsidiaries’ FOREX risks and hedges the residual risk on ﬁnancial markets. The Group main currency exposure is the EUR-USD rate. In 2011, the yearly exposure for commercial flows was hedged at the average rate of 1 euro = 1.2846 U.S. dollars. Regarding the 2012 exposure, as of December 31, 2011, 94% of the exposure has been hedged at an average rate of 1.3550 U.S. dollars. As of January 18, 2012, 100% of the exposure has been hedged at an average of 1.3491 U.S. dollars. The main other currencies exposures in order of volume are the Canadian dollar, the British pound and the Australian dollar. These exposures are hedged at least at 95% for the all year 2012. As soon as a transaction is traded on the ﬁnancial markets, Group Treasury categorises the hedge in relation to its year of maturity and the nature of ﬂows hedged, commercial or ﬁnancial. All the hedging products used comply with Cash Flow Hedge qualiﬁcation as deﬁned by IAS 39. Thus, Group Treasury does not use any product with leveraging or deactivating effect that could create a position opposed to the intended direction of the Group exposure. This strict discipline in such levels of market volatility is fundamental for the ﬁnancial security of the Group. The portfolio of ﬁnancial instruments beneﬁts from a speciﬁc real time survey by Group Treasury, which also provides a monthly markto-market valuation of each position, in compliance with IAS 39 requirements. All hedging contracts are set up with top-level banking institutions, making counterparty risk very low. Within a context of a worldwide ﬁnancial crisis, the ratings of our counterparties may have been negatively impacted, nevertheless almost all our transactions are negotiated with the historical banks of BIC Group, which all have adopted a business model of “universal bank” with a good protective balance between their different activities that makes them less sensitive to market risks. To date, the minimum Long Term Standard & Poor’s rating of our main banking counterparties is A-, the scale of ratings goes from AA- to A-. In countries where it is not possible to centralize the risk as described above, foreign exchange exposure is coordinated by Group Treasury and local management. Such exposure is mainly concentrated in latin America and South Africa. These subsidiaries locally produce most of the products sold on their national market, but also import some components manufactured inside the Group. Local hedging is set up, after Group Treasury approval. D HEDGING INTEREST RATE RISK Exposure to interest rate ﬂuctuations

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4 - Comments on the year Investments 4.4. Dividends The Board of Directors of SOCIÉTÉ BIC proposes the distribution of dividends primarily as a function of the Company’s earnings, its investment policy and balance sheet strength, as well as comparisons with peer companies in the same sector. BIC does not foresee a material change in this distribution policy of dividends. Considering the Group’s strong full-year 2011 performance, and conﬁdent in BIC Group’s prospects and sustainability of its strong ﬁnancial situation, the Board of Directors will propose 2.20 euros as an ordinary dividend per share as well as 1.80 euros as an exceptional dividend, at the Annual Shareholders’ Meeting on May 10, 2012. The pay-out ratio (calculated with the ordinary dividend) would be 44% in 2011, compared to 44% in 2010. The dividends paid for the last three ﬁscal years were as follows: NET ORDINARY DIVIDEND DIVIDED BY EARNINGS PER SHARE (PAY-OUT RATIO) 44% 44% 45% NET ORDINARY DIVIDEND (in euros) 2010 2009 2008 (a) For the ﬁscal year 2009, the company paid a special dividend of 1.00 euros. (a) 1.90 1.40 1.35 The Company continues to maintain a strong balance sheet. During the full year 2011, the Board of Directors approved the cancellation of 1,213,559 shares. As of December 31, 2011, the common stock was down 3 million euros compared to December 31, 2010. 4.5. Investments 4 D PRINCIPAL INVESTMENT OVER THE PAST FEW YEARS Regarding industrial investments, the BIC Group has organized its manufacturing activities in two areas for several years: In 2007, BIC acquired Atchison Products Inc., supplier of imprinted promotional bags in the USA, a strong addition to our promotional products business. In December 2008, BIC Group announced its intent to acquire Antalis Promotional Products entities (Sequana Group). The acquisition was completed on March 11, 2009, after the signing of an agreement on the basis of a total enterprise value of 33.5 million euros. After the purchase of Antalis Promotional Products, BIC Group announced in June 2009 the acquisition of Norwood Promotional Products. Norwood PP is a U.S. supplier of promotional product with leadership positions in calendars, bags, awards, drinkware and other promotional goods. The acquisition was completed on July 6, 2009 and total consideration for the acquisition was 125 million U.S. dollars plus 31 million U.S. dollars in assumed liabilities. On January 21, 2009, the BIC Group and the Cello Group announced that they had signed a definitive agreement whereby BIC Group acquired 40% of the Cello Writing Instrument business for 7.9 billion Indian rupees. As part of the agreement, BIC has a call option in 2013 • • ﬁrst, in continued quality improvement for each production line, including continuous investments in manufacturing processes and new technologies; second, in the specialization of focused production sites by product category. In 2004, we acquired our distributor in Japan (today BIC Japan KK) and Stypen® in France. In November 2005, BIC opened its own stationery production facility in China. In 2006, we opened a distribution subsidiary in Turkey. Moreover, we acquired PIMACO Company, Brazil’s leading manufacturer and distributor of adhesive labels for office, school and home use, in order to help BIC grow in the office segment. BIC Group - 2011 Registration Document 93

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4 - Comments on the year Prospects for 2012 and strategy to increase its stake to 55% at a price based on a formula tied to earnings. This agreement was partially completed on March 5, 2009 for 3.8 billion Indian rupees. Proportionate share of Cello Pens net income has been accounted through the equity method in BIC accounts since April 1, 2009. BIC launched in April 2009 a worldwide cost reduction plan to adjust to the slowdown of its key markets. This initiative negatively impacted full year 2009 IFO by 34.4 million euros. The impact on proﬁt was partially offset by the negative goodwill related to the Antalis Promotional Products acquisition. The net impact was 24.1 million euros. On January 4, 2010, Cello management proposed to the BIC Group to unwind and terminate the definitive agreements signed on January 21, 2009 “on terms and conditions to be mutually agreed between the parties”. BIC Group conﬁrmed its intention to ensure their implementation. On August 4, 2010, BIC announced that it is iniating arbitration proceedings in order to enforce the full completion of these agreements, meaning the completion of the acquisition of 40% of one remaining entity. On November 30, 2011, BIC Group announced that its Canadian subsidiary, BIC Inc. has acquired the assets of Angstrom Power Incorporated, Vancouver, B.C., a company specializing in the development of portable fuel cell technology. D PRINCIPAL INVESTMENT IN PROGRESS: GEOGRAPHIC DISTRIBUTION AND FINANCING METHODS In February 2012, BIC Group has acquired land for the construction of a writing instrument facility in the fast growing African and Middle East region to enhance its manufacturing footprint and better meet consumer demand in this region. Located in Tunisia (region of Bizerte), the facility will be operational in 2013. The total investment is estimated to be around 12 million euros over the next two years. D PRINCIPAL FUTURE INVESTMENTS D PRINCIPAL INVESTMENT IN 2011 On April 27, 2011, BIC Group announced that BIC CORPORATION., its U.S. subsidiary, has acquired Sologear LLC, a Middleton, Wisconsin based company. Sologear is the maker of FlameDisk®, a portable charcoal-alternative heat source for grilling. BIC also acquired Sologear’s unique technology for solidifying ethanol. Not applicable. 4.6. Prospects for 2012 and strategy D 2012 OPERATIONAL OUTLOOK In 2012, we will focus on leveraging the solid competitive positions acquired over the last two years and continue to invest in brand support, research and innovation to fund the Group’s future proﬁtable growth. Developing markets will be one of the key areas of investment either to enhance manufacturing footprint or to support the launch of new products. We will increase our investments in fuel cell following the acquisition of Angstrom. Lighters • In all regions, we will continue to rely on our proven safety and best quality added-value lighters to increase distribution and gain market shares. We should continue to beneﬁt from our innovative and segmented value-added sleeve design, such as “Miss BIC” for women in Europe and “Tatoos” in the USA Developing markets should grow mid-to-high-single digit and we will continue to strengthen our footprint in Middle East, Africa and Asia through increased distribution. Shavers Consumer business Stationery • • In developed countries, 2012 will be challenging with continued competitive pressure and escalating demands from retailers struggling to generate growth. In this context, we will continue to focus on consumer needs with our “More for your money…Always” value message and to increase distribution depth. In developing countries, we will beneﬁt from our existing leadership positions and continue to invest in manufacturing capacity, brand development and geographical expansion. In all geographies, we will continue to leverage our “More for your money…Always” proposition to strengthen our market share. In developed markets, we should grow faster than the category and we expe

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4 - Comments on the year Prospects for 2012 and strategy Advertising and Promotional Products 2012 should remain volatile due to the macroeconomic environment. While the Advertising and Promotional market should increase low single digit in the USA and decline slightly in Europe, we expect BIC APP net sales to be ﬂat to slightly declining. 2012 will show new product development initiatives and renewed customer focus now that our service levels are back to industry standards. D PERFORMANCE GOALS Sales growth, market share gains, margins, cash ﬂow and a strong balance sheet are the principal indicators of the Group’s performance. In 2012, our objectives are to continue to rely on our solid and international organization, our strong management team and all BIC employees around the world, to effectively manage our business, achieve market share increases and protect cash generation. D GROUP MID-TERM OUTLOOK Consumer business For the consumer business, our objective remains to grow faster than our markets thanks to our quality and price positioning and to continue to improve operational efficiency. As a result, we expect to increase net sales between +2% and +4% (1) per year, with high-single digit growth in developing markets, and to achieve 15% to 20% normalized IFO margin. D RECENT EVENTS Disposal of the French Phone Cards activity In February 2012, BIC subsidiary DAPE 74 (sales to tabacco shops in France – consolidated in the “Other consumer business” category) has sold its phone reﬁlls distribution business to SPF for 0.8 million euros. Advertising and Promotional Products For BIC APP, the timing of the upturn in net sales will be a function of the economic recovery of developed countries but more importantly, it will rely on our ability to regain market shares. As a consequence, we expect to reach low to mid-single digit annual sales growth within the next 3 to 5 years. Thanks to the beneﬁts of the integration plan, we will be able to maintain normalized IFO margin between 8% and 12% per year despite lower sales growth than initially anticipated. Favourable award related to the full completion of the agreements on the acquisition of Cello Pens On February 16, 2012, BIC Group received a favourable award from the Tribunal, constituted under the Rules of the Singapore International Arbitration Center, in respect of the acquisition of 40% shares in the 7th and last entity Cello Pens & Stationery (CPS) as per the deﬁnitive agreements signed on January 21, 2009. BIC now intends to proceed with the share purchase in CPS. The Cello Group has a period of 90 days to appeal. This decision was issued after the establishment of the ﬁnancial statements adopted by the Board of Directors on February 14, 2012. It does not affect the position taken by the BIC Group reﬂected in the consolidated ﬁnancial statements as of December 31, 2011. D RISKS AND OPPORTUNITIES In summary, we foresee the major challenges for 2012 to be: • • • continued economic uncertainty in Europe; continued foreign currency volatility; global geopolitical environment. 4 While many of these issues are outside of our control, we will make every effort to minimize these risks in all aspects of our operations. We believe that our greatest opportunity for growth remains the strength of the BIC® brand, combined with the diverse talents of our multinational workforce in more than 160 countries around the world. Our teams are delivering products and programs, including advertising and promotional support, that speak directly to today’s consumers in their local marketplaces, meeting their speciﬁc needs. (1) Excluding currency impacts and bolt-on acquisitions. BIC Group - 2011 Registration Document 95

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5 FINANCIAL STATEMENTS 5.1. Consolidated ﬁnancial statements 5.2. Statutory Auditors’ report on the consolidated ﬁnancial statements 99 5.4. Statutory Auditors’ report on the ﬁnancial statements 178 156 5.5. Statutory Auditors’ special report on regulated agreements and commitments with third parties 180 5.3. Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 157 BIC Group - 2011 Registration Document 97

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5 - Financial statements Consolidated ﬁnancial statements 5.1. Consolidated financial statements 1. 2. 3. 4. Consolidated income statement Consolidated statement of comprehensive income Consolidated balance sheet Consolidated cash ﬂow statement 100 101 102 104 5. 6. Consolidated statement of changes in equity 106 Notes to the consolidated ﬁnancial statements 107 5 BIC Group - 2011 Registration Document 99

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5 - Financial statements Consolidated ﬁnancial statements 1. CONSOLIDATED INCOME STATEMENT (in thousand euros) NOTES DEC. 31, 2009 1,562,696 DEC. 31, 2010 1,831,514 (960,875) 870,639 (295,698) (182,804) (98,133) 33,029 (22,435) 304,598 9,482 (11,260) 302,820 (100,363) 202,457 5,000 207,457 207,457 207,457 4.29 4.26 48,341,785 DEC. 31, 2011 1,824,087 (925,606) 898,481 (291,439) (177,126) (88,537) 23,636 (25,348) 339,667 10,602 (1,428) 348,841 (115,060) 233,781 4,100 237,881 237,881 237,881 5.00 4.95 47,565,299 Net sales Cost of goods Gross profit Distribution costs Administrative expenses Other operating expenses Other income Other expenses Income from operations Income from cash and cash equivalents Finance costs Income before tax Income tax expense Net income from consolidated entities Income from associates Net income from continued operations Net income from discontinued operations Income before non-controlling interest Non-controlling interest GROUP NET INCOME Earnings per share (in euros) Diluted earnings per share (in euros) (a) 3 (842,952) 719,744 3 3 3 4 4 (258,436) (159,457) (76,857) 26,721 (35,708) 216,007 5 5 11,271 (8,531) 218,747 6 (70,843) 147,904 12 3,820 151,724 151,724 151,724 7 7 7 3.15 3.14 48,151,691 Weighted average number of shares outstanding net of treasury shares (a) Dilutive elements considered are stock options and free shares. 100 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements 2. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (in thousand euros) NOTES DEC. 31, 2009 151,724 DEC. 31, 2010 207,457 DEC. 31, 2011 237,881 Group net income Other comprehensive income Gain/(Loss) on cash ﬂow hedge Exchange differences arising on translation of overseas operations (a) Actuarial differences on post employement beneﬁts Available for sale investments Other comprehensive income from associates Deferred tax and current tax recognized on other comprehensive income Other comprehensive income - Net of tax TOTAL COMPREHENSIVE INCOME Attributable to: • BIC Group • Non-controlling interest TOTAL 12-1 6-2 20-4 22 60 38,156 (139) 1 (1,772) 36,306 188,030 (6,595) 66,838 (11,237) (2) 5,272 54,276 261,733 (11,415) (4,077) (56,982) (2) (1,040) 22,933 (50,583) 187,298 188,030 188,030 261,733 261,733 187,298 187,298 (a) The main items impacting the translation reserve variance for the period are as follows: U.S. dollar 26.2 million euros, Brazilian real -16.8 million euros, Mexican peso -6.2 million euros, Canadian dollar -2.9 million euros, South african rand -2.5 million euros. 5 BIC Group - 2011 Registration Document 101

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5 - Financial statements Consolidated ﬁnancial statements 3. CONSOLIDATED BALANCE SHEET Assets (in thousand euros) NOTES 9-1, 9-2 9-3 10 11 12 13 21 22 DEC. 31, 2009 372,511 2,547 215,047 40,155 67,101 12,567 110,664 1 820,593 DEC. 31, 2010 358,188 2,339 219,869 38,162 72,103 16,555 136,140 843,356 344,001 10,520 389,314 14,291 5,192 40,672 371,191 5,671 1,180,852 2,024,208 DEC. 31, 2011 360,242 2,304 211,600 51,020 75,161 14,610 158,159 223 873,319 411,281 14,089 416,928 17,984 904 33 39,223 300,733 6,008 1,207,183 2,080,502 Property, plant and equipment Investment properties Net goodwill Intangible assets Investments in associates Other non-current assets Deferred tax assets Derivative ﬁnancial instruments Non-current assets Inventories Income tax advance payments Trade and other receivables Other current assets Current derivative ﬁnancial instruments Other derivative instruments Other current ﬁnancial assets Cash and cash equivalents Assets held for sale Current assets TOTAL ASSETS 14 300,973 8,373 14, 15-5 361,172 8,863 15-6, 22 22 5,906 1,896 40,113 480,343 9-4 890 1,208,529 2,029,122 102 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements Equity and liabilities (in thousand euros) NOTES 16 DEC. 31, 2009 184,231 1,113,245 (5,080) 11,669 1,304,065 219 DEC. 31, 2010 184,128 1,191,112 61,758 7,650 1,444,648 1,444,648 2,781 106 166,880 50,479 22,367 29 242,642 130,255 11,709 12,226 177,930 1,481 3,317 336,918 2,024,208 DEC. 31, 2011 179,683 1,230,507 56,641 271 1,467,102 1,467,102 1,584 743 203,016 56,822 19,014 82 281,261 110,765 8,761 20,013 185,486 7,114 332,139 2,080,502 Share capital Accumulated proﬁts Translation reserve Cash ﬂow hedge derivatives Group Shareholders’ equity Non-controlling interest Shareholders’ equity Non-current borrowings Other non-current liabilities Employee beneﬁts obligation Provisions Deferred tax liabilities Non-current hedging contracts Non-current liabilities Trade and other payables Current borrowings Current tax due Other current liabilities Other derivative intruments Current hedging contracts Current liabilities TOTAL EQUITY AND LIABILITIES SHEQ: See consolidated statement of changes in equity. SHEQ 18 1,304,284 161,466 118 20 19 21 15-6, 22 153,649 36,676 19,390 672 371,971 14 18 120,430 53,695 20,735 149,777 15-6, 22 15-6, 22 8,230 352,867 2,029,122 5 BIC Group - 2011 Registration Document 103

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5 - Financial statements Consolidated ﬁnancial statements 4. CONSOLIDATED CASH FLOW STATEMENT (in thousand euros) NOTES DEC. 31, 2009 DEC. 31, 2010 DEC. 31, 2011 Operating activities Net income Adjustments to reconcile net income to net cash: Amortization of intangible, tangible assets and investment properties Impairment loss Antalis Promotional Products negative goodwill and goodwill impairment Provision for employee beneﬁts Other provisions (excluding provisions on current assets) Hedging and derivative instruments Option premium expense Recognition of share-based payments Deferred tax variation Income from associates (Gain)/Loss from disposal of ﬁxed assets Cash flow (Increase)/Decrease in net working capital Payments related to employee beneﬁts Financial expense/(income) Interests (paid)/received Income tax expense Income tax paid NET CASH FROM OPERATING ACTIVITIES Investing activities Disposal of ﬁxed assets Purchases of property, plant and equipment Purchases of intangible assets Acquisition of equity investment (Increase)/Decrease in other investments Business (acquisitions) / divestitures NET CASH FROM INVESTING ACTIVITIES 10, (b) 4 9 11 12 7,115 (47,639) (5,429) (63,271) 11,161 (118,848) (216,911) 7,335 (56,647) (6,343) 487 17,376 (37,792) 3,800 (76,214) (12,753) 46 (6,823) (91,944) (g) 14 20-1 5 5 6-1 17, SHEQ 21 12 4, 9, 10, 11, (a) 3, 9, 11 9, 11 10-1 20-3 75,024 5,095 (10,250) 26,832 3,964 250 305 5,705 (6,611) (3,820) (555) 247,663 92,005 (25,264) (2,227) 4,298 77,464 (50,799) 343,140 77,318 6,014 3,410 16,740 9,139 2,265 658 7,368 (11,598) (5,000) (11,067) 302,704 (1,319) (25,081) 297 (5,123) 104,865 (116,117) 260,226 70,477 114 8,678 9,616 7,821 (5,071) 464 7,632 (1,696) (4,100) 8,985 340,801 (114,802) (30,469) (7,209) 8,371 108,057 (103,928) 200,821 IS 151,724 207,457 237,881 104 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements (in thousand euros) NOTES DEC. 31, 2009 DEC. 31, 2010 DEC. 31, 2011 Financing activities Dividends paid Non-controlling interest buy-back Borrowings/(Repayments) Repayments of obligations under ﬁnance leases Purchase of ﬁnancial instruments (Purchase)/Sale of other current ﬁnancial assets Increase in treasury shares and exercise of stock options NET CASH FROM FINANCING ACTIVITIES Net increase/(decrease) in cash and cash equivalents Opening cash and cash equivalents Exchange difference CLOSING CASH AND CASH EQUIVALENTS IS: See consolidated income statement. SHEQ: See consolidated statement of changes in equity. BS: See consolidated balance sheet. SHEQ, 8, (c) (65,001) - (116,432) (200) (226,931) 462 (690) (309) (17,955) (362,055) (139,621) 478,885 28,708 367,972 (90,567) (1,657) (354) (405) 150 (84,001) (176,834) (67,957) 367,972 (645) 299,370 18, (d) 190,347 1,033 (e) (127) (19,416) 16-2, 17-1, (f) 3,175 110,011 236,240 BS 222,471 20,174 BS 478,885 Closing cash and cash equivalents include cash, cash equivalents of 300,733 thousand euros and bank overdrafts of 1,363 thousand euros. (a) Main disposals on 2011 are the following: • REVA peg business in Australia (net gain of 1 million euros); • PIMACO business to business divisions in Brazil (net loss of 9.6 million euros). Main disposals on year 2010 were the following: • divestiture of BIC APP funeral products business activity, as well as Artwork, for 17.4 million euros, generating a gain of 7.3 million euros; • disposal of lands and buildings in France, Australia and USA, generating a gain of 3.4 million euros. (b) During 2011, BIC Group: • acquired Sologear in the USA for 1 million euros, with an earn-out that could be paid over ﬁve years (see Note 10-2); • acquired certain assets from Angstrom Power Incorporated (Canada) for 13.5 million euros (see Note 10-3); • disposed the REVA peg business in Australia for 1.5 million euros; • disposed the PIMACO business to business divisions in Brazil for a total of 6.5 million euros, of which 0.3 million euros to be received within one year. (c) The dividends paid represent the dividends paid by SOCIÉTÉ BIC to its shareholders (see Note 8). (d) In 2009, new borrowings had been contracted in France for Cello Pens (156 million U.S. dollars) and Norwood Promotional Products LLC (125 million U.S. dollars) acquisitions. Those loans have been fully repaid in 2010 for a counterpart of 118.6 million euros and 98.8 million euros respectively. (e) During 2011, SOCIÉTÉ BIC purchased option premiums for 0.4 million euros (0.7 million euros during full year 2010). (f) During 2011, 1,608,948 shares were repurchased by SOCIÉTÉ BIC for 101.4 million euros. Also, 358,459 shares were bought according to the liquidity agreement for 22.9 million euros and 363,861 shares were sold for 23.3 million euros. In addition, 415,357 options were exercised in the period for 19.1 million euros, of which 8.4 million euros have not been cashed in end of December 2011. Moreover, SOCIÉTÉ BIC received early 2011, 6.3 million euros related to stock options exercised at the end of 2010. During 2010, 694,780 shares were repurchased by SOCIÉTÉ BIC for 42.0 million euros. Also, 382,544 shares were bought according to the liquidity agreement for 22.0 million euros and 384,029 shares were sold for 22.4 million euros. In addition, 658,821 options were exercised in the period for 29.9 million euros, of which 6.3 million euros have not been cashed in end of December 2010. Moreover, SOCIÉTÉ BIC received early 2010, 0.5 million euros related to stock options exercised at the end of 2009. (g) 2011 net cash from operating activities include 10.9 million euros cashed out related to restructuring. For the full year 2010, it included 10 million euros cashed out for the BIC APP integration plan and the roll-over of the 2009 cost reduction plan. 5 BIC Group - 2011 Registration Document 105

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5 - Financial statements Consolidated ﬁnancial statements 5. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY GROUP SHAREHOLDERS’ EQUITY 1,304,065 (116,432) (27,985) 29,873 (13,975) 7,368 1 261,733 1,444,648 (90,567) (75,752) 19,072 (25,223) 7,632 (6) 187,298 1,467,102 (in thousand euros) NOTES SHARE CAPITAL 184,231 ACCUMULATED PROFITS 1,113,245 (116,432) (25,899) 27,356 (13,441) 7,368 1 198,914 1,191,112 (90,567) (71,116) 17,485 (23,827) 7,632 (6) 199,794 1,230,507 TRANSLATION RESERVE (5,080) 66,838 61,758 (5,117) 56,641 CASH FLOW HEDGE DERIVATIVE 11,669 (4,019) 7,650 (7,379) 271 NONCONTROLLING INTEREST 219 (219) - SHAREHOLDERS’ EQUITY 1,304,284 (116,432) (27,985) 29,873 (13,975) 7,368 (219) 1 261,733 1,444,648 (90,567) (75,752) 19,072 (25,223) 7,632 (6) 187,298 1,467,102 At January 1, 2010 Dividends paid Decrease in share capital Increase in share capital Treasury shares Recognition of share-based payments Non-controlling interest buy-back Other Total comprehensive income At January 1, 2011 Dividends paid Decrease in share capital (a) 8 (2,086) 2,517 (534) 17 184,128 8 (4,636) 1,587 (1,396) Increase in share capital (b) Treasury shares Recognition of share-based payments Other Total comprehensive income At December 31, 2011 17 179,683 (a) On February 15, 2011, the Board of Directors, authorized by the May 12, 2010 Annual Shareholders’ Meeting, decided to cancel 197,675 shares. On May 11, 2011 and on December 14, 2011, the Board of Directors, authorized by the May 11, 2011 Annual Shareholders’ Meeting, decided to cancel respectively 609,314 and 406,570 shares (see Note 16). (b) Following the exercise of stock options (subscription plan), the share capital was increased by 415,357 shares. 106 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements 6. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS OPERATING SEGMENTS OPERATING EXPENSES OTHER INCOME AND EXPENSES FINANCE COSTS AND REVENUE INCOME TAX EARNINGS PER SHARE DIVIDENDS FIXED ASSETS GOODWILL INTANGIBLE ASSETS INVESTMENTS IN EQUITY AFFILIATES OTHER NON-CURRENT ASSETS CHANGE IN NET WORKING CAPITAL EXPOSURE TO MARKET RISKS NOTE 16 SHARE CAPITAL SHARE-BASED PAYMENTS BORROWINGS PROVISIONS 132 133 136 137 108 NOTE 17 NOTE 2 NOTE 3 NOTE 4 NOTE 5 NOTE 6 NOTE 7 NOTE 8 NOTE 9 NOTE 10 NOTE 11 NOTE 12 NOTE 13 NOTE 14 NOTE 15 115 NOTE 18 118 NOTE 19 118 NOTE 20 PENSION AND OTHER EMPLOYEE BENEFITS 138 DEFERRED TAX FINANCIAL INSTRUMENTS RELATED PARTIES OFF-BALANCE SHEET ITEMS OBLIGATIONS UNDER FINANCIAL LEASES CONTINGENT LIABILITIES OPERATING LEASE ARRANGEMENTS CONSOLIDATED SUBSIDIARIES AUDITORS’ FEES 143 143 148 149 149 149 150 150 155 119 NOTE 21 119 NOTE 22 120 NOTE 23 121 NOTE 24 121 NOTE 25 124 NOTE 26 127 NOTE 27 128 NOTE 28 129 NOTE 29 129 129 5 BIC Group - 2011 Registration Document 107

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5 - Financial statements Consolidated ﬁnancial statements NOTE 1 PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS Approval of the ﬁnancial statements The BIC Group’s consolidated ﬁnancial statements for 2011 have been approved by the Board of Directors’ Meeting of February 14, 2012 and are submitted for approval to the Annual Shareholders’ Meeting held on May 10, 2012. The 2011 ﬁnancial year was impacted by the ongoing economic and ﬁnancial crisis, the scope and length of which cannot be precisely anticipated beyond December 31, 2011. The 2011 consolidated ﬁnancial statements were prepared in recognition of this environment, especially regarding ﬁnancial asset valuation, assessment of inventory turnover and collection of trade receivables. Assets with values linked to long-term projections, especially intangible assets, were valued according to assumptions taking into account the economic and ﬁnancial crisis. Particular attention was paid to the potential impact on the discounting of operating cash ﬂows, as the ﬁnancial parameters used are the market ones at the end of 2011. The implementation of these new regulations had no signiﬁcant impact on the consolidated ﬁnancial statements as of December 31, 2011. Optional standards, interpretations and amendments issued and adopted by the European Union in 2011 In 2011, the Group did not elect to early apply any standards, interpretations or amendments approved by the European Union, particularly regarding the amendment IFRS 7 – Disclosures – Transfers of ﬁnancial assets. The Group is currently conducting analysis on the practical consequences of this new regulation and the effects of its implementation on the ﬁnancial statements. So far, as of today, no signiﬁcant impact on the ﬁnancial statements is anticipated. Standards, interpretations and amendments issued and not yet adopted by the European Union: • • • • • • • • • • Amendments IAS 1 – Presentation of financial statements – Presentation of comprehensive income; Amendments IAS 12 – Deferred tax – Recovery of underlying assets; Amendment IAS 19 – Employee beneﬁts; Amendment IAS 27 – Consolidated and separate financial statements; Amendment IAS 28 – Investments in associates and joint ventures; IFRS 9 – Financial instruments – Classiﬁcation and measurement; IFRS 10 – Consolidated ﬁnancial statements; IFRS 11 – Joint arrangements; IFRS 12 – Disclosure of interests in other entities; IFRS 13 – Fair value measurement. 1 1-1 Accounting policies General According to the European regulation n°1606/2002 of July 19, 2002, the consolidated ﬁnancial statements of BIC Group have been prepared in accordance with accounting principles as deﬁned by the International Accounting Standards Board (IASB) as adopted by the European Union. The international standards include the IFRS (International Financial Reporting Standards) and the IAS (International Accounting Standards), as well as their interpretations. The full-year 2011 consolidated financial statements have been prepared using the measurement and recognition rules deﬁned in all IAS/IFRS standards existing at that date. The ﬁnancial statements have been prepared on the historical cost basis, except for the valuation of certain ﬁnancial instruments. The principal accounting policies remain unchanged compared to last year except for the following policies, effective since January 1, 2011. The Group is conducting analysis on the practical consequences of these new regulations and the effects of their implementation on the ﬁnancial statements. 1-3 1-2 Adoption of new and revised International Financial Reporting Standards, interpretations and amendments Basis of consolidation Standards, interpretations and amendments effective in the current period The following standards, interpretations and amendments are effective since January 1, 2011 and have been applied to the consolidated ﬁnancial statement as of December 31, 2011: The consolidated financial statements incorporate the financial stateme

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5 - Financial statements Consolidated ﬁnancial statements and the minority’s share of changes in equity since the date of the combination. Losses applicable to the minority in excess of the noncontrolling interest in the subsidiary’s equity are allocated against the interest of the Group except to the extent that the minority has a binding obligation and is able to make an additional investment to cover the losses. assets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognized immediately in proﬁt or loss. Where a Group entity transacts with an associate of the Group, proﬁt and losses are eliminated to the extent of the Group’s interest in the relevant associate. 1-4 Business combinations 1-6 Goodwill In accordance with revised IFRS 3 “Business Combinations”, business combinations completed after January 1, 2010 are accounted following the purchase method. Identiﬁable assets acquired and liabilities assumed are measured at fair value at the acquisition date and, when appropriate, non-controlling interest in the acquiree is measured at either fair value or at the proportionate part in the fair value of assets and liabilities of the acquired entity. This option is available on an individual basis for each operation of the business combination. Any share previously held in the acquiree before the takeover, should be reassessed at fair value and the proﬁt or the corresponding loss recorded in income statement. Badwill are recorded immediately in income statement. When incurred, acquisition costs are recognized immediately as an expense. Any potential price adjustment is estimated at fair value as of the acquisition date and initial assessment can later be adjusted against goodwill only in case of new information related to facts and circumstances existing at the date of acquisition and in the case the evaluation was still described as provisional (trial period limited to 12 months); any subsequent adjustments that do not meet these criteria are recorded as a liability or debt through the Group income statement. Goodwill arising from the acquisition of a subsidiary or a jointly controlled entity represents the excess of the cost acquisition over the Group’s interest in the net fair value of the identiﬁable assets, liabilities and contingent liabilities of the subsidiary or jointly controlled entity recognized at the date of acquisition. Goodwill is calculated in the currency of the acquired subsidiary. Goodwill is initially recognized as an asset at cost and is subsequently measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill is allocated to cash generating units (“CGU”) or groups of CGU, which are generally composed of subsidiaries or business units that beneﬁt from synergies and cost savings generated through the acquisition. These CGU or groups of CGU represent the ﬁnest level at which the goodwill is monitored at group level. Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, impairment loss is ﬁrst allocated to the reduction of carrying amount of any goodwill allocated to the cash generating unit and then to the other assets of the unit prorated on the basis of the carrying amount of each asset in the unit. An impairment loss recognized for goodwill is not reversed in a subsequent period. On disposal of a subsidiary or jointly controlled entity, the attributable amount of goodwill is included in the determination of the gain or loss disposal. The Group’s policy for goodwill arising on the acquisition of an associate is described under “Investments in associates” above. 1-5 Investments in associates An associate is an entity over which the Group has signiﬁcant inﬂuence or joint control and that is neither a subs

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5 - Financial statements Consolidated ﬁnancial statements receipts through the expected life of the ﬁnancial asset to the asset’s net carrying amount; 1-10 Foreign currencies The individual ﬁnancial statements of each Group entity are presented in the currency of the primary economic environment in which the entity operates, namely its functional currency. For the purpose of the consolidated ﬁnancial statements, the result and ﬁnancial position of each entity are expressed in a common currency. Euro is the functional currency of SOCIÉTÉ BIC as well as the presentation currency for the consolidated ﬁnancial statements. In preparing the financial statements of the individual entities, transactions in currencies other than the entity’s functional currency (“foreign currencies”) are recorded at the rates of exchange prevailing on the dates of the transactions. At each closing date, monetary items denominated in foreign currencies are retranslated at the rate prevailing on the balance sheet date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the transaction date. Nonmonetary items that are measured at fair value are translated using the exchange rates prevailing at the date of the measurement. Exchange differences arising from the settlements of monetary items, and on the retranslation of monetary items, are included in proﬁt or loss for the period. In order to hedge its exposure to certain foreign exchange risk, the Group enters into forward contracts and options (see Note 1-21 for details of the Group’s accounting policies regarding derivative ﬁnancial instruments). For the purpose of presenting consolidated ﬁnancial statements, the assets and liabilities of the Group’s foreign operations are expressed in euro using exchange rates prevailing on the balance sheet date. Income and expense items are translated at the average exchange rates for the period, unless exchange rates ﬂuctuated signiﬁcantly during that period, in which case the exchange rates at the dates of the transactions are used. Exchange differences arising, if any, are classiﬁed as equity and transferred to the Group’s translation reserve. Such translation differences are recognized in proﬁt or loss in the period in which the foreign operation is disposed of. The following exchange rates were used to translate the ﬁnancial statements of the main foreign subsidiaries, excluding euro countries. The following schedule shows foreign currency equivalents of one euro (for instance: average 2011 is 1 euro = 1.39 U.S. dollar). • dividend income from investments is recognized when shareholders’ rights to receive payment have been established. Considering the nature of BIC Group’s activities, interest and dividends received are disclosed as ﬁnancial income in the income statement. 1-9 Leasing Leases are classiﬁed as ﬁnance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classiﬁed as operating leases. a/ The Group as lessor Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease. Initial direct cost incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognized on a straight-line basis over the lease term. The Group is only involved as lessor in operating leases on land and buildings disclosed in the balance sheet as investment properties. b/ The Group as lessee Assets held under ﬁnance leases are recognized as assets of the Group at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the balance sheet as a ﬁnance lease obligation. Lease payments are appointed between ﬁnance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaini

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5 - Financial statements Consolidated ﬁnancial statements FOREIGN CURRENCIES AVERAGE 2010 Euro AVERAGE 2011 Euro 1.39 1.35 1.38 1.23 9.00 0.87 10.84 64.83 111.05 1,541.16 4.25 1.76 60.28 4.11 9.03 1.75 10.08 5.75 2.32 17.26 DEC. 31, 2010 Euro 1.34 1.31 1.33 1.25 8.80 0.86 10.39 59.70 108.65 1,499.06 4.09 1.72 58.45 3.98 8.97 1.71 8.86 5.30 2.22 16.48 DEC. 31, 2011 Euro 1.29 1.27 1.32 1.22 8.16 0.84 10.05 68.71 100.20 1,498.69 4.11 1.67 56.75 4.46 8.91 1.68 10.48 5.57 2.42 18.05 US dollar - USD Australian dollar - AUD Canadian dollar - CAD Swiss franc - CHF Chinese renminbi - CNY British pound - GBP Hong Kong dollar - HKD Indian rupee - INR Japanese yen - JPY Korean won - KRW Malaysian ringgit - MYR New Zealand dollar - NZD Philippine peso - PHP Polish zloty - PLN Swedish krona - SEK Singapore dollar - SGD South African rand - ZAR Argentinian peso - ARS Brazilian real - BRL Mexican peso - MXN 1.33 1.44 1.37 1.38 8.97 0.86 10.30 60.55 116.41 1,532.03 4.26 1.84 59.69 3.99 9.55 1.81 9.72 5.18 2.33 16.72 Goodwill and fair value adjustment arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate. 1-11 Borrowing costs All borrowing costs are recognized in proﬁt or loss in the period in which they are incurred. 1-12 Government grants Government grants are recognized in proﬁt or loss over the periods necessary to match them with related costs and deducted in reporting the related expense. For defined benefit retirement plans, the cost of providing is determined using the Projected Units Credit Method, with actuarial valuations being carried out for each balance sheet date. BIC applies the SoRIE Amendment to the IAS 19 Standard. Consequently, all actuarial differences are now recognized in equity in the period in which they occur. Past services cost is recognized immediately to the extent that the beneﬁt is already vested, and otherwise is amortized on a straight-line basis over the average period until the beneﬁt becomes vested. The retirement beneﬁt obligation recognized in the balance sheet represents the present value of the deﬁned beneﬁt obligation adjusted for unrecognized past service costs, and reduced by the fair value of plan assets. Any asset resulting from this calculation is limited to past service costs, plus the present value of available refunds and reduction in future contributions to the plan. 1-13 Research and development tax credit The research and development tax credit is deducted from operating expenses. 5 1-15 Income tax Income tax expense represents the sum of the tax currently payable and deferred tax included in the determination of the net income of the period. The tax currently payable is based on taxable proﬁt for the year. Taxable proﬁt differs from proﬁt as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted at the balance sheet date. 1-14 Retirement beneﬁt costs and other employee beneﬁts Payments to deﬁned contribution retirement beneﬁt plans are charged as an expense as they fall due. Payments made to state-managed retirement benefit plans are dealt with as payments to defined contribution plans where the Group’s obligation under the plans are equivalent to those arising in a deﬁned contribution retirement beneﬁt plan. BIC Group - 2011 Registration Document 111

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5 - Financial statements Consolidated ﬁnancial statements Deferred tax is recognized on temporary differences between the carrying amount of assets and liabilities in the ﬁnancial statements and the corresponding tax bases used in the computation of taxable proﬁt, and is accounted for using the balance sheet liability method and tax rate enacted or nearly at the balance sheet date. Deferred tax liabilities are generally recognized for all taxable temporary differences and deferred tax assets are recognized to the extent that it is probable that the proﬁts will be available against which deductible temporary differences can be utilized. Such assets and liabilities are not recognized if the temporary differences arise from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable proﬁt nor the accounting proﬁt. Deferred tax liabilities are recognized for taxable temporary differences arising from investments in subsidiaries and associates, and interest in joint ventures, except when the Group is able to control the reversals of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. The carrying amount of deferred taxes is reviewed at each balance sheet date. Deferred tax is calculated at the tax rates that are expected to apply in the periods when the liability is settled or the asset realized. Deferred tax is charged or credited to proﬁt or loss, except when it relates to a transaction or an event directly credited or charged to equity, in which case the deferred tax is also dealt with equity. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis. BIC Sport, BIMA 83, BIC Écriture 2000, BIC Services, Conté, Société Immobilière BIC Clichy, Société Immobilière Valiton Gesnouin, BIC Rasoirs, Société du Briquet Jetable 75, BIC Graphic France, BIC Assemblage, BIC Technologies, Compagnie de Moulages, DAPE 74 Distribution, Stypen, Electro-Centre and BIC Clichy are part of the SOCIÉTÉ BIC tax Group. Fixture and equipment are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Depreciation is booked so as to write off the cost or valuation of assets, other than land and properties under construction, over their estimated useful life, using the straight-line method. Assets held under finance leases (leases transferring risks and rewards linked to ownership) are booked in assets with a ﬁnancial debt as a counterpart. They are depreciated over their expected useful life on the same basis as owned assets or, where shorter, on the term of the relevant lease. The gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in proﬁt or loss. The depreciation method is the straight-line method, on the following basis: Buildings Fixtures, machinery and equipment Vehicles 25 years 5 to 8 years 3 to 5 years 1-17 Investment property Investment property (lands or buildings), which is held to earn rentals and/or for capital appreciation, is stated at its cost at the balance sheet date, less depreciation and impairment losses if any. Investment property is depreciated according to the same method as property, plant and equipment. 1-18 Intangible assets a/ Internally-generated intangible assets - research and development expenditure Expenditure on research activities is recognized as an expense in the period in which it is incurred. An internally-generated intangible asset arising from Group development or development step is recognized only if all

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5 - Financial statements Consolidated ﬁnancial statements b/ Patents, trademarks, licenses and softwares Patents, trademarks, licenses and softwares are measured initially at purchase cost less accumulated amortization and impairment loss, if any, and are amortized on a straight-line basis over their estimated useful lives. the asset is impaired. The allowance is measured as the difference between the asset’s carrying amount and the present value of estimated future cash ﬂows, actualized at the effective interest rate calculated at initial recognition of the receivables. b/ Investments 1-19 Impairment of tangible and intangible assets (excluding goodwill) At each balance sheet date, the Group reviews the carrying amount of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. The recoverable amount is the higher of fair value less cost to sell and value in use. In assessing value in use, the estimated future cash ﬂows are discounted to their present value using a pre-tax discount rate that reﬂects current market assessment of the time value of money and the risk speciﬁc to the asset. If the recoverable amount of an asset (or cash generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognized immediately in proﬁt or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease. Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in proﬁt or loss unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase. Investments are recognized and derecognized on a trade basis where the purchase or sale of an investment is under a contract whose terms require delivery of the investment within the timeframe established by the market concerned, and are initially measured at fair value, plus directly attributable cost. After initial recognition, investments for which the Group has the positive intention and ability to hold to maturity (Held-to-maturity investments) are measured at amortized cost using the effective interest method, less any impairment loss booked to reﬂect unrecoverable amounts. An impairment loss is recognized in proﬁt or loss when there is objective evidence that the ﬁnancial asset is impaired and the amount of the loss is measured at the difference between the asset’s carrying amount and the present value of estimated future cash ﬂows discounted at the ﬁnancial asset’s original effective interest rate. The previously recognized impairment loss is reversed in a subsequent period if the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized. The reversal shall not result in a carrying amount of the ﬁnancial asset that exceeds what the amortized cost would have been had the impairment not been recognised at the date the impairment is reversed. The amount of the reversal is recognized in proﬁt or loss. Investments other than those held to maturity are classified as either investments held for trading (temporary cash investment) or as available-for-sale (equity investment), and are measured at subsequent reporting dates at fair val

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5 - Financial statements Consolidated ﬁnancial statements d/ Financial liabilities and equity Financial liabilities and equity instruments issued by the Group are classiﬁed according to the substance of the contractual arrangements entered into and the deﬁnitions of a ﬁnancial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deduction of all its liabilities. The accounting policies adopted for speciﬁc ﬁnancial liabilities and equity instruments are set out below. HEDGE ACCOUNTING The treatment of derivatives designated as hedging instruments depends on the type of hedging relationship: • • cash ﬂow hedge; hedge of a net investment in a foreign operation. e/ Bank borrowing Interesting-bearing bank loans and overdrafts are initially measured at fair value, and are subsequently measured at amortized cost, using the effective interest rate method. Any difference between the proceeds (net of transaction costs) and the settlement of redemption of borrowing is recognized in proﬁt or loss over the term of the borrowing in accordance with the Group’s accounting policy for borrowing costs. The Group clearly identiﬁes the hedging instrument and the hedged item as soon as the hedge is set up, and formally documents the hedging relationship stating the hedging strategy, the risk hedged and the method used to determine the effectiveness of the hedge. This documentation is subsequently updated, such that the effectiveness of the designated hedge can be demonstrated. Hedge accounting uses specific measurement and recognition methods for each category of hedge: • f/ Trade payables Trade payables are initially measured at fair value, and subsequently measured at amortized cost, using the effective interest rate method. cash ﬂow hedges: no adjustment is made to the value of the hedged item; only the hedging instrument is adjusted to fair value. Following this adjustment, the effective portion of the change in fair value attributable to the hedged risk is recorded, net of taxes, in equity, while the ineffective portion is included in the income statement. The cumulative amount included in equity is transferred to the income statement when the hedged item has an impact on net income. If cash ﬂow hedge of a commitment or forecasted transaction results in the recognition of an asset or a liability, then, at the time the asset or liability is recognized, the associated gains or losses on the derivative that had previously been recognized in equity are included in the initial measurement of the asset or liability. For hedges that do not result in the recognition of an assets or a liability, amounts deferred in equity are recognized in the income statement in the same period in which the hedged item affects the net income. Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated, or exercised, or no longer qualiﬁes for hedge accounting. At that time, any cumulative gain or loss on the hedging instrument recognized in equity is retained in equity until the forecasted transaction occurs. If the forecasted transaction is no longer expected to occur, the net cumulative gain or loss recognized in equity is transferred to proﬁt or loss for the period; g/ Equity instruments Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs. h/ Derivative ﬁnancial instruments and hedge accounting The Group’s activities expose it primarily to the financial risk of changes in foreign exchange and interest rates. The Group uses derivative ﬁnancial instruments (primarily foreign currency forward contracts and currency options) to hedge its risk associated with foreign currency ﬂuctuations relating to certain ﬁrm commitments and forecasted transactions. The Group designates these as cash ﬂow hedges of foreign currency. The use of ﬁnancial derivatives is governed by the Group’s policies approved by the

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5 - Financial statements Consolidated ﬁnancial statements i/ Fair value hierarchy Financial instruments measured at fair value are classiﬁed within three fair value levels (IFRS 7 amendment): estimates, for the effect of non-transferability, exercise restrictions and behavioral considerations. • • • level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities; level 2: inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). 1-24 Estimates and judgments In preparing the consolidated ﬁnancial statements, BIC Group has to make estimates and assumptions that impact the consolidated ﬁnancial statements and amounts reported in some ﬁnancial notes. BIC Group regularly reviews these estimates and assumptions in order to take into account past experience as well as changes in the economic environment. The results of this review could lead to publishing in future consolidated ﬁnancial statements different amounts than those previously disclosed. 1-22 Provisions Provisions are recognized when the Group has a present obligation as a result of a past event, and it is probable that the Group will be required to settle that obligation. Provisions are measured at the Directors’ best estimate of the expenditure required to settle the obligation at the balance sheet date, and are discounted to present value where the effect is material. 2 • • Change in Group structure PIMACO business to business divisions in Brazil; REVA peg business in Australia. During the ﬁrst half 2011, BIC signed agreements to dispose small non-core assets: 1-23 Share-based payments The Group issues equity-settled share-based payment to certain employees. Equity-settled share-based payments are measured at fair value (excluding the effect of non market-based vesting conditions) at the date of grant. This fair value is expensed on a straight-line basis over the vesting period, based on the Group’s estimate of the share that will eventually be vested and adjusted for the effect of non-marketbased vesting conditions. Fair value is measured using the method given in Note 17. The expected life used in the model has been adjusted, based on management’s best These activities are consolidated in “other products - consumer.” In April 2011, BIC Group announced that BIC CORPORATION, its U.S. subsidiary, has acquired Sologear LLC, a Middleton, Wisconsin based company. Sologear is the maker of FlameDisk®, a portable charcoalalternative heat source for grilling. BIC also acquired Sologear’s unique technology for solidifying ethanol. In November 2011, BIC Group announced that its Canadian subsidiary, BIC Inc. has acquired the assets of Angstrom Power Incorporated, Vancouver, B.C., a company specializing in the development of portable fuel cell technology. BIC expects to bring a portable fuel cell device and fuel cell cartridge to market in 2 to 5 years. NOTE 2 OPERATING SEGMENTS 2-1 General information BIC operating segments have been determined based on the reports regularly reviewed by the management and used to make strategic decisions. The management considers the business from a product category perspective, knowing that each category can be reviewed for a speciﬁc geographic area if needed. Starting 2010 and following 2009 signiﬁcant acquisitions in Advertising and Promotional businesses, the categories are now the following: Stationery consumer, Lighters, Shavers, Other consumer and BIC APP (Advertising and Promotional Products). The reportable operating segments derive their revenue primarily from the manufacture and sale of each kind of product. The segments also derive minor revenue from freight recharged to customers, royalties and ﬁnancial income. These revenues are not presented in the note below as they are not sig

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5 - Financial statements Consolidated ﬁnancial statements 2-2 Information on income statement and assets by activity All indicators are determined according to IFRS, except for: • • normalized income from operations which is the income from operations restated from exceptional items (real estate gains, gain/loss on sale of businesses and restructuring costs); capital additions which are the purchases and internal generation of tangible and intangible ﬁxed assets for the period. DEC. 31, 2009 (in million euros) Stationery consumer Lighters Shavers Other consumer BIC APP TOTAL Income statement • Net sales • Amortization • Impairment loss • Income from operations Restatements made to obtain the normalized income from operations • Real estate gains • (Gain)/loss on business disposals (a) 510 (19) 43 399 (9) (1) 128 269 (18) (2) 30 97 (19) (9) 288 (10) 24 1,563 (75) (3) 216 (0.6) (10.3) 34.4 49 4 136 34 (9) 30 240 4 • Negative Antalis Promotional Products goodwill • Goodwill impairment (see Note 10-1) • Restructuring costs • Normalized income from operations • Income from associates (a) Regarding 2011, the 9.0 million euros correspond to the impairment of goodwill and trademarks related to the disposals of the PIMACO business to business divisions in Brazil (-9.6 million euros) and related restructuring expenses (-0.3 million euros) and to the gain related to the disposal of the REVA peg business in Australia (+1.0 million euros). As of 2010, the 7.3 million euros of gain correspond to the sale of BIC Advertising and Promotional Products (BIC APP) funeral products business. As of December 31, 2011, as at December 31, 2010 and 2009, the BIC Group has not identified any major customer with which it realized more than 10% of its net sales. DEC. 31, 2009 (in thousand euros) Stationery consumer 16,017 128,016 Lighters 12,202 52,258 Shavers 10,083 50,356 Other consumer 12,280 14,633 BIC APP 2,435 55,710 TOTAL 53,017 300,973 Capital additions Net inventories 2-3 Information by geographies Since 2010, the geographies followed by the management are: Europe, North America and developing markets. DEC. 31, 2009 (in million euros) Europe 504 (a) North America 641 226 Developing markets 418 103 TOTAL 1,563 708 Net sales Non-current assets 379 (a) Other than ﬁnancial instruments, deferred tax assets, post-employment beneﬁt assets and rights arising under insurance contracts. 116 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements DEC. 31, 2010 Stationery consumer Lighters Shavers Other consumer BIC APP TOTAL Stationery consumer Lighters Shavers Other consumer DEC. 31, 2011 BIC APP TOTAL 581 (20) (1) 69 481 (12) 174 308 (16) (1) 42 100 (17) (7) 362 (12) 27 1,832 (77) (2) 305 588 (19) 84 511 (12) 200 328 (15) 60 95 (17) (23) 302 (7) 19 1,824 (70) 340 (1.3) (7.3) 18.9 70 5 174 44 (6) 33 315 5 84 4 200 60 (5) 24 - 9.0 8.7 5.1 362 4 DEC. 31, 2010 Stationery consumer 12,769 154,593 Lighters 13,312 62,520 Shavers 13,545 55,009 Other consumer 13,488 16,091 BIC APP 9,876 55,788 TOTAL 62,990 344,001 Stationery consumer 20,041 179,828 Lighters 22,400 87,143 Shavers 19,480 73,225 Other consumer 14,393 15,865 DEC. 31, 2011 BIC APP 12,655 55,220 TOTAL 88,968 411,281 5 DEC. 31, 2010 Europe 525 371 North America 774 224 Developing markets 533 109 TOTAL 1,832 703 Europe 518 383 North America 728 238 Developing markets 578 92 DEC. 31, 2011 TOTAL 1,824 713 BIC Group - 2011 Registration Document 117

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5 - Financial statements Consolidated ﬁnancial statements NOTE 3 OPERATING EXPENSES (in thousand euros) DEC. 31, 2009 486,063 417,242 75,024 2,794 358,739 (2,160) 1,337,702 DEC. 31, 2010 548,842 480,163 77,318 2,182 427,602 1,403 1,537,510 DEC. 31, 2011 512,890 474,021 70,478 71 430,922 (5,674) 1,482,708 Raw materials, consumables used and change in inventory Staff costs Amortization expenses Impairment loss Other operating expenses (Gain)/Loss on operational foreign currency translation TOTAL Other operating income and expenses are not included in the total amount and are disclosed in Note 4. Research and development costs expensed for 2011 amount to 24.5 million euros versus 20.3 million euros for 2010. In 2011, they include the French research and development tax credit for 2 million euros, versus 2.1 million euros for 2010. NOTE 4 OTHER INCOME AND EXPENSES (in thousand euros) DEC. 31, 2009 74 15,842 555 10,250 26,721 (12) (685) (34,411) (28) (572) (35,708) (8,987) DEC. 31, 2010 87 21,875 11,067 33,029 (2) (268) (21,048) (1,117) (22,435) 10,594 DEC. 31, 2011 42 18,756 2,050 2,788 23,636 (8,721) (5,349) (10,780) (498) (25,348) (1,712) Royalties income Freight recharged to customers Gain on business divestitures and disposal of ﬁxed assets APP retirement beneﬁts harmonization Negative Antalis Promotional Products goodwill Other income Royalties expenses Impairment expenses Cost reduction plan and BIC APP’s integration plan Stypen factory closure in Joigny (France) Loss on business divestitures and disposal of ﬁxed assets Other Other expenses TOTAL Other income/expenses related to 2011 mainly includes: Other income/expenses related to 2010 mainly included: • • • • 1 million euros of gain on the divestiture, in June, of REVA peg business in Australia; 9.6 million euros of loss on the divestiture, on the second Quarter, of PIMACO business to business divisions in Brazil and 0.3 million euros of restructuring expenses related to these sales; 5 million euros relating to the Norwood Promotional Products’ integration plan still in progress; the full impairment of the BIC Violex goodwill part allocated to the Other Consumer Products sold on the Greek market (mainly pantyhoses) for 8.7 million euros (see Note 10-1). • • • • 7.3 million euros relating to the sale of BIC Advertising and Promotional Products (BIC APP) funeral products business in the USA; 3.4 million euros relating to real estate gains in France, Australia and the USA; 13.3 million euros relating to the Norwood Promotional Products integration plan; restructuring expenses mainly in Europe which include the rollover of the 2009 cost reduction plan for 5.6 million euros and expenses related to our Hungarian business restructuring for 2.1 million euros. 118 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements NOTE 5 FINANCE COSTS AND REVENUE (in thousand euros) DEC. 31, 2009 6,189 5,082 11,271 (9,043) 493 19 (8,531) 2,740 DEC. 31, 2010 3,705 5,777 9,482 (9,779) (1,644) 163 (11,260) (1,778) DEC. 31, 2011 4,315 6,287 10,602 (3,393) 2,693 (728) (1,428) 9,175 Interest income from cash and cash equivalents Interest on bank deposits Income from cash and cash equivalents Interest expenses Hedging instruments revaluation Net ﬁnancial foreign exchange difference Finance costs FINANCE (COSTS)/REVENUE During 2011, interest income from cash and cash equivalent is increasing compared to 2010, interest yield rates being more favorable than in 2010. Finance costs end of December 2011 are positively impacted by the signiﬁcant decrease in interest expense following the repayment of Cello and Norwood loans in the ﬁrst Half 2010 and early July 2010. During 2010, income from cash and cash equivalent was impacted by lower interest rates, although volume of investments was higher. As of December 31, 2010, interest expenses included interests from the Norwood loan contracted early July 2009, as well as interests on the Cello loan. They also included 3.3 million euros of ﬁnancial expense linked to the early unwind of the interest rate swaps on the Cello and Norwood loans that were early repaid. NOTE 6 INCOME TAX 6-1 Income tax expense (in thousand euros) DEC. 31, 2009 77,464 24,155 53,309 (6,621) 70,843 DEC. 31, 2010 104,865 25,406 79,459 (4,502) 100,363 DEC. 31, 2011 108,057 42,908 65,150 7,002 115,060 Current tax: • Domestic • Foreign Deferred tax INCOME TAX EXPENSE The normal domestic income tax rate is 36.10% (including social and exceptional contributions) for the ﬁscal year 2011, compared to 34.43% in 2010. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions. 5 BIC Group - 2011 Registration Document 119

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5 - Financial statements Consolidated ﬁnancial statements Reconciliation between theoretical tax charge and effective income tax expense: DEC. 31, 2009 218,747 34.43% 75,315 DEC. 31, 2010 302,820 34.43% 104,261 DEC. 31, 2011 348,841 36.10% 125,932 (in thousand euros) Income before tax Tax rate Theoretical tax charge Effects of: • differences of tax rates • income taxed at reduced rate • permanent differences • intercompany accruals eliminations • tax assets not activated on tax losses • tax assets activated on prior year losses • tax credits • foreign exchange differences Income tax expense EFFECTIVE TAX RATE (2,092) (3,552) 652 2,577 7,814 (200) (9,737) 66 70,843 32.39% (3,782) (2,252) 12,712 (1,989) 4,727 (3,094) (10,597) 377 100,363 33.14% (10,187) (1,747) 14,404 (957) 2,947 (1,525) (14,461) 654 115,060 32.98% In addition, BIC Group has, as of December 31, 2011, 20.9 million euros of deferred tax assets not booked related to unused tax losses, compared to 19.2 million euros as of December 31, 2010. In 2011, the permanent differences included the negative impact for 3.1 million euros of the impairment of BIC Violex goodwill. In 2009, the permanent differences included the positive impact for 3.5 million euros of the negative goodwill on Norwood Europe (formerly Antalis Promotional Products). 6-2 Deferred and current tax recognized on other comprehensive income Deferred & current tax recognized on other comprehensive income results from the following items: DEC. 31, 2009 1,722 (1,045) (2,371) (79) 1 (1,772) DEC. 31, 2010 2,576 1,950 690 193 (137) 5,272 DEC. 31, 2011 4,036 21,134 300 (2,990) 453 22,933 (in thousand euros) Cash ﬂow hedge Actuarial differences on post-employment beneﬁts Share-based payments Foreign exchange impact Treasury shares transactions Other TOTAL NOTE 7 EARNINGS PER SHARE Earnings per share and the diluted earnings per share correspond to the Group net income divided by the relevant number of shares. The number of shares used to calculate the earnings per share is the weighted average number of shares outstanding during the year less the number of shares held in treasury stock by SOCIÉTÉ BIC and BIC CORPORATION. The number of shares used to calculate the diluted earnings per share is the weighted average number of ordinary shares potentially in circulation during the period which corresponds to the number of shares used for the basic earnings per share, adjusted with the dilutive effect of stock options and free shares. 120 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements As of December 31, 2011, 372,950 shares have a relutive impact and the maximum dilutive effect from stock options not exercised is around 2% of the share capital. DEC. 31, 2009 Numerator (in thousand euros) Group net income Denominator (in number of shares) Weighted average number of ordinary shares in circulation Dilutive effect of stock options and free shares Diluted weighted average number of ordinary shares in circulation Earnings per share (in euros) Earnings per share Diluted earnings per share 3.15 3.14 4.29 4.26 5.00 4.95 48,151,691 161,782 48,313,473 48,341,785 383,838 48,725,623 47,565,299 459,659 48,024,958 151,724 207,457 237,881 DEC. 31, 2010 DEC. 31, 2011 NOTE 8 DIVIDENDS For the year 2010, the shareholders received an ordinary dividend of 1.90 euro per share on May 25, 2011. For the year 2009, an ordinary dividend of 1.40 euro per share and a special dividend of 1.00 euro per share have been distributed to the shareholders as of May 25, 2010. NOTE 9 FIXED ASSETS 9-1 Property, plant and equipment - Gross value (in thousand euros) LAND & BUILDINGS 321,089 4,633 (8,103) (8,519) 9,592 11,317 330,009 2,215 198 (2,401) (3,378) 5,830 (551) 331,922 MACHINERY & EQUIPMENT 930,038 9,236 (48,400) (465) 35,885 38,829 965,123 16,509 1,129 (13,008) (28,634) 35,424 (8,471) 968,072 CONSTRUCTION IN PROGRESS 42,655 39,517 (855) (46,119) 1,526 36,724 55,552 (438) (44,983) (224) 46,631 OTHER FIXED ASSETS 32,697 3,261 (3,477) (52) 642 1,151 34,222 1,938 (6,150) 125 (357) 29,778 TOTAL 1,326,479 56,647 (60,835) (9,036) 52,823 1,366,078 76,214 1,327 (13,008) (37,623) (3,378) (3,604) (9,603) 1,376,403 At January 1, 2010 Additions Disposals/Write-offs Transfers to non-current assets held for sale (see Note 9-4) Other transfers Exchange differences At January 1, 2011 Additions Acquisition through business combination Business disposal Disposals/Write-offs Transfers to non-current assets held for sale (see Note 9–4) Other transfers Exchange differences At December 31, 2011 5 The gross value of property, plant and equipment includes 4 million euros of ﬁnance lease assets as of December 31, 2011 (3.7 million euros as of December 31, 2010). BIC Group - 2011 Registration Document 121

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5 - Financial statements Consolidated ﬁnancial statements 9-2 Property, plant and equipment- Depreciation and impairment loss (in thousand euros) LAND & BUILDINGS 171,979 11,711 344 (5,664) (722) 216 3,920 181,784 12,204 (1,743) (3,060) (2) (366) 188,817 MACHINERY & EQUIPMENT 756,786 51,445 2,823 (46,504) (486) (90) 32,590 796,564 47,694 (98) (27,849) (8,243) (205) (6,349) 801,514 CONSTRUCTION IN PROGRESS 4,917 41 (58) (126) (11) 4,763 208 (18) (914) 3 4,042 OTHER FIXED ASSETS 20,286 5,390 689 (2,010) (52) 476 24,779 3,199 (5,194) (691) (305) 21,788 TOTAL 953,968 68,546 3,897 (54,236) (1,260) 36,975 1,007,890 63,097 110 (34,804) (8,243) (3,060) (1,812) (7,017) 1,016,161 At January 1, 2010 Amortization for the period Impairment loss Disposals/Write-offs Transfers to non-current assets held for sale (see Note 9–4) Other transfers Exchange differences At January 1, 2011 Amortization for the period Impairment loss Disposals/Write-offs Business disposal Transfers to non-current assets held for sale (see Note 9–4) Other transfers Exchange differences At December 31, 2011 NET VALUE At December 31, 2011 At December 31, 2010 143,105 148,225 166,558 168,559 42,589 31,961 7,991 9,443 360,242 358,188 The net value of the property, plant and equipment includes 2.3 million euros of ﬁnance lease assets as of December 31, 2011 (2.6 million euros as of December 31, 2010). 122 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements 9-3 Investment property (in thousand euros) GROSS VALUE 3,622 (1,033) 239 2,828 76 2,904 DEPRECIATION AND IMPAIRMENT LOSS (1,075) 756 (99) 21 (92) (489) (89) (22) (600) NET VALUE 2,547 (277) (99) 21 147 2,339 (89) 54 2,304 At January 1, 2010 Disposals Amortization for the period Impairment loss Exchange differences At January 1, 2011 Amortization for the period Exchange differences At December 31, 2011 Main investment properties as of December 31, 2011 are located in the USA (1.8 million euros). The fair value of the Group’s investment property is based on an internal valuation of land and buildings based on transaction price for similar properties or of the market price. For each investment property, fair value exceeds net booked value. Global fair value amounts to 2.7 million euros. None of the Group investment property has been pledged. The property rental income earned by the Group from its investment properties for 2011 amounts to 0.6 million euros (0.7 million euros for 2010). Rental payments to be received for the coming years are as follows: • • • 0.7 million euros within one year; 2.4 million euros between two and ﬁve years; No rent is expected beyond ﬁve years. Main direct operating expenses arising on the investment properties in the period, except depreciation, correspond to insurance, maintenance and security costs and amount to 0.4 million euros (0.3 million euros for 2010). 9-4 Assets held for sale and discontinued activities (in thousand euros) GROSS VALUE 3,130 9,041 (3,658) (73) 8,440 3,378 (279) 269 11,808 DEPRECIATION AND IMPAIRMENT LOSS (2,240) (1,264) 2,788 (2,076) 23 (2,769) (3,060) 116 (87) (5,800) NET VALUE 890 7,777 (870) (2,076) (50) 5,671 318 (163) 182 6,008 At January 1, 2010 Transfer from property, plant and equipment and intangible assets (see Notes 9-1, 9-2 and 11) Disposals Impairment loss Exchange differences At January 1, 2011 Transfers from property, plant and equipment (see Notes 9-1 and 9-2) Disposals Exchange differences At December 31, 2011 5 On second Half 2011, land and buildings in Boulogne-sur-Mer (France) were transferred to assets held for sale. The disposal should occur during the ﬁrst Quarter of 2012. As of December 31, 2011, the other assets held for sale mainly correspond to Janesville and San Antonio sites due to the BIC APP’s integration plan in the USA The Group received an offer for the site of Janesville and signed a sale agreement on December 16, 2011. Furthermore, the Group is actively marketing the site of San Antonio via realtors. BIC Group - 2011 Registration Document 123

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5 - Financial statements Consolidated ﬁnancial statements NOTE 10 GOODWILL 10-1 Goodwill changes (in thousand euros) GROSS VALUE IMPAIRMENT LOSS 219,592 (2,714) 11,081 227,959 1,201 1,455 (4,696) 2,079 227,998 (4,545) (3,410) (135) (8,090) (8,678) 370 (16,398) NET VALUE 215,047 (2,714) (3,410) 10,946 219,869 1,201 1,455 (4,696) (8,678) 2,449 211,600 At January 1, 2010 Divestiture of BIC APP funeral products business Impairment loss Exchange differences At January 1, 2011 Sologear acquisition Angstrom acquisition Divestiture of PIMACO business to business divisions in Brazil Impairment loss Exchange differences At December 31, 2011 During 2011, the changes in goodwill correspond to: • • • • the new goodwill generated following the acquisition of Sologear for 1.2 million euros (see Note 10-2); the new goodwill generated following the acquisition of Angstrom for 1.5 million euros (see Note 10-3); the release of the goodwill allocated to PIMACO business to business divisions in Brazil for 4.7 million euros; the full impairment of the BIC Violex goodwill part allocated to the Other Consumer Products sold on the Greek market (mainly pantyhoses) for 8.7 million euros. The signiﬁcant decrease in activity and the major economic crisis, impacting heavily the Greek market, led the Group to recognize this impairment. During 2010, BIC APP funeral products business was sold in June, thus decreasing the goodwill by the related amount. In addition, BIC Hungaria’s goodwill was fully impaired further to the decision of business restructuring in Hungary. The balance, as of December 31, 2011, includes the main following net goodwill: DEC. 31, 2010 100,893 57,852 (a) (in thousand euros) DEC. 31, 2011 103,549 49,174 27,649 10,005 21,223 211,600 BIC CORPORATION BIC Violex Norwood North America PIMACO Others TOTAL 26,774 15,799 18,551 219,869 (a) Following the reorganization of the BIC APP activity, the goodwill of Norwood North America includes the goodwill of Norwood Promotional Products and Atchison. 124 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements To perform the impairment tests, the Group used the following discounted and inﬁnite growth rates: WEIGHTED AVERAGE COST OF CAPITAL (WACC) BEFORE TAX 2010 BIC CORPORATION BIC Violex Norwood North America PIMACO (a) INFINITE GROWTH RATE 2010 1.3% 3% 1.3% 2.5% 2011 1.5% 3% 1.5% 2.2% 2011 11.8% 17.0% 11.8% 11.6% 11.0% 15.4% 10.6% 9.6% (a) Before 2011, Atchison and Norwood Promotional Products impairment tests were performed separately. Each goodwill has been applied to a cash generating unit depending on the activity of the related subsidiary. These cash generating units are largely independent of the consolidated Group and represent the ﬁnest level at which those goodwill are monitored by the Group. The goodwill on BIC CORPORATION is then mainly allocated to cash generating units linked to the distribution by BIC CORPORATION of stationery products and lighters. The remaining goodwill on BIC Violex is limited to the cash generating unit linked to shavers developed and/or produced by BIC Violex and sold all over the world. This cash generating unit also includes the portion of BIC CORPORATION goodwill allocated to shavers. The impairment test methodology is based on a comparison between the recoverable amount of each of the Group’s cash generating units with the cash generating unit’s net asset carrying value (including goodwill). Such recoverable amounts are determined using discounted cash ﬂows over three years with an inﬁnite rate and a discounted residual value using the constantly growing perpetuity method. The discount rate before taxes used is the Group weighted average cost of capital. The inﬁnite growth rates were determined based on external (inﬂation rate) and internal (business growth) sources. In particular, impairment tests include the following: • assumptions used to determine cash ﬂows of main cash generating units take into account the potential impacts of the ﬁnancial crisis, notably in Greece. The assumptions used concerning sales growth and terminal values are reasonable and in line with market data available for each cash generating unit; particular attention has been paid to the analysis of main market items used for the calculation of the discount rate. A country risk has then been added for the countries most sensitive to the economic crisis; the Group conducted sensitivity analysis to changes in discount rate and inﬁnite growth rate. This analysis did not reveal any particular risk, rates leading to no margin being unreasonnable compared to the ones used in the tests. An increase of the discount rate or a decrease of the inﬁnite growth rate by 1 point would not lead to an impairment. • • Further impairment tests are carried out in case of triggering events indicating a potential impairment. 5 BIC Group - 2011 Registration Document 125

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5 - Financial statements Consolidated ﬁnancial statements 10-2 Sologear acquisition As of April 27, 2011, BIC CORPORATION, a BIC Group U.S. subsidiary, acquired Sologear LLC, a Middleton, Wisconsin based company. Sologear is the maker of FlameDisk®, a portable charcoal-alternative heat source for grilling. BIC also acquired Sologear’s unique technology for solidifying ethanol. Net assets acquired, consolidated in May 2011, and provisional goodwill are set out below (translated with the monthly average rate of the month of May): PROVISIONAL GOODWILL DETERMINATION 989 757 1,746 (in thousand euros) Cash paid Net discounted value of the earn-out TOTAL ACQUISITION COST Net assets acquired • Property, plant and equipment • Inventories • Trade receivables • Other current assets • Other current liabilities Fair value of net assets acquired PROVISIONAL GOODWILL 582 81 34 1 (153) 545 1,201 As of December 31, 2011, the net sales consolidated since May 2011 amount to 73 thousand euros and the income from operations to -457 thousand euros. If the acquisition had been completed on January 1, 2011, the net sales would have amounted to 170 thousand euros and the income from operations to -594 thousand euros. 10-3 Angstrom acquisition As of November 30, 2011, the Group acquired certain assets from Angstrom Power Incorporated, Vancouver, B.C., a company specializing in the development of portable fuel cell technology. Net assets acquired, consolidated in December 2011, and provisional goodwill are set out below: PROVISIONAL GOODWILL DETERMINATION 13,477 13,477 (in thousand euros) Cash paid TOTAL ACQUISITION COST Net assets acquired • Patents • Other intangible assets • Property, plant and equipment Fair value of net assets acquired PROVISIONAL GOODWILL 10,144 1,132 745 12,021 1,455 BIC expects to bring a portable fuel cell device and fuel cell cartridge to market in 2 to 5 years. Angstrom, as a portable fuel cell research company, has not had any revenue in 2010. 126 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements NOTE 11 INTANGIBLE ASSETS (in thousand euros) SOFTWARE TRADEMARKS & PATENTS RESEARCH & DEVELOPMENT INTANGIBLE IN PROGRESS OTHER TOTAL GROSS VALUE At January 1, 2010 Additions Internally generated Disposals/Write-offs Transfer Transfers to non-current assets held for sale (see Note 9-4) Exchange differences At January 1, 2011 Additions Acquisition through business combination Internally generated Disposals/Write-offs Business disposal Transfers Exchange differences At December 31, 2011 AMORTIZATION AND IMPAIRMENT LOSS At January 1, 2010 Amortization for the period Impairment loss Disposals/Write-offs Transfers to non-current assets held for sale (see Note 9-4) Exchange differences At January 1, 2011 Amortization for the period Impairment loss Disposals/Write-offs Transfers Exchange differences At December 31, 2011 NET VALUE At December 31, 2011 At December 31, 2010 11,143 13,565 20,429 16,972 40 8 15,739 4,703 3,669 2,914 51,020 38,162 49,977 7,185 62 (5,876) 934 52,282 6,116 4 (1,150) 1,674 126 59,052 29,272 1,195 (21) 2,194 32,640 1,085 24 989 34,738 3,427 94 152 3,673 8 (3) 68 3,746 1,675 199 (1,130) (4) 73 813 82 (4) 108 19 1,018 84,351 8,673 62 (7,027) (4) 3,353 89,408 7,291 4 (1,157) 1,806 1,202 98,554 67,175 234 (5,881) 3,142 1,177 65,847 569 (1,165) 4,788 156 70,195 44,749 930 (68) (1) 4,002 49,612 789 10,144 (2) (5,756) 233 147 55,167 3,529 152 3,681 40 (3) 68 3,786 2,849 3,491 1,636 (11) (3,142) (120) 4,703 9,760 566 1,542 (12) (1,662) 842 15,739 6,204 52 (3,108) (4) 583 3,727 53 566 (4) 239 106 4,687 124,506 4,707 1,636 (9,068) (5) 5,794 127,570 11,211 11,276 1,542 (1,186) (5,756) 3,598 1,319 149,574 5 BIC Group - 2011 Registration Document 127

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5 - Financial statements Consolidated ﬁnancial statements Software Internally generated software is principally related to investments linked to the upgrade of information systems. Trademarks and patents In 2011, BIC Group: The main trademark booked in the balance sheet as of December 31, 2011 is the Pimaco® trademark for 7.1 million euros acquired in 2006. This trademark has an infinite lifetime. For impairment test purposes, it is linked to the PIMACO subsidiary cash generating unit. • • disposed Gumtac and Label trademarks, previously grouped under Pimaco® trademark; acquired from Angstrom company patents linked to the portable fuel cell technology (see Note 10-3). Intangible in progress They mainly correspond to the implementation of an Enterprise Resource Planning for APP business, for 13.3 million euros. NOTE 12 INVESTMENTS IN EQUITY AFFILIATES 12-1 Changes in value of equity affiliates VALUE OF EQUITY AFFILIATES AS OF DEC. 31, 2010 72,092 11 72,103 INCOME FROM EQUITY AFFILIATES 4,100 4,100 FOREIGN CURRENCY TRANSLATION ADJUSTMENTS (1,040) (3) (1,043) VALUE OF EQUITY AFFILIATES AS OF DEC. 31, 2011 75,152 9 75,161 (in thousand euros) DIVIDENDS RECEIVED - IMPAIRMENT LOSS - Cello Pens (a) Other TOTAL (a) Value of equity affiliates includes the Cello® trademark for 12 million euros and the goodwill for 34.3 million euros recognized by the BIC Group at the acquisition date of the six entities. On January 21, 2009, BIC signed a deﬁnitive agreement with the Indian Cello Group whereby BIC Group acquires 40% of the Cello Writing Instrument business for 7.9 billion Indian rupees. As part of the agreement, BIC beneﬁts from a call option in 2013 to increase its stake to 55% at a price based on a formula tied to earnings. On March 5, 2009, BIC Group acquired 40% of ﬁrst six entities for 3.8 billion Indian rupees. Proportionate share of net income was accounted through the equity method in BIC accounts from April 1, 2009. The completion for the balance of the transaction (40% of one entity) did not occur in 2009. On January 4, 2010, Cello management proposed to the BIC Group to unwind and terminate the deﬁnitive agreements signed on January 21, 2009 “on terms and conditions to be mutually agreed between the parties”. BIC Group conﬁrmed its intention to ensure their implementation. On August 4, 2010, BIC announced that it is initiating arbitration proceedings in order to enforce the full completion of these agreements, meaning the completion of the acquisition of 40% of one remaining entity. The arbitration proceedings are closed and the award is expected to be issued by mid-March 2012. 12-2 Financial information relating to equity affiliates As BIC Group undertakes a joint control over the ﬁrst six entities, it opted for their consolidation through equity method since April 1, 2009. The table below shows the summarized ﬁnancial information relating to investments in equity affiliates determined on the basis of the latest available ﬁnancial statements. This information is the consolidation of 100% of the six acquired entities as of March 31, 2011, year end closing date of the Cello group. (in million of Indian rupees) NET SALES 4,053 INCOME FROM OPERATIONS 1,103 NET INCOME 827 TOTAL ASSETS 4,070 SHAREHOLDER EQUITY 3,690 OTHER LIABILITIES 380 Cello Pens 128 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements NOTE 13 OTHER NON-CURRENT ASSETS (in thousand euros) NOTES DEC. 31, 2009 78 2,613 DEC. 31, 2010 70 2,218 4,126 10,141 16,555 DEC. 31, 2011 39 3,843 1,587 9,141 14,610 Other investments Guarantee deposits Deferred pensions Other non-current assets TOTAL 20-2 1,870 8,006 12,567 NOTE 14 CHANGE IN NET WORKING CAPITAL (in thousand euros) NOTES DEC. 31, 2010 344,001 367,737 (23,736) 389,314 (130,255) (153,329) CASH FLOWS IMPACT 69,793 69,108 685 32,131 18,196 (5,318) 114,802 IMPACTS OF BUSINESS ACQUISITIONS/ DIVESTITURES (1,266) (1,266) 407 (909) (1,768) FOREIGN EXCHANGE AND OTHERS (1,247) (1,368) 121 (4,924) 1,294 472 (4,405) DEC. 31, 2011 411,281 434,211 (22,930) 416,928 (110,765) (159,084) 558,360 Net inventory • Inventory - Gross value • Inventory - Depreciation Trade and other receivables Trade and other payables Other assets and liabilities NET WORKING CAPITAL CF: See consolidated cash ﬂow statement. CF 449,731 NOTE 15 EXPOSURE TO MARKET RISKS 15-1 Counterparty risk All financial instruments are set up with top-ranking banking institutions, making counterparty risk very low. The minimum Long Term Standard & Poor’s rating of main banking counterparties is A-, the rating range being from AA- to A-. Counterparty risk (both depositary and conservators) of cash investment decisions is strictly studied. The main part of the portfolio as of December 31, 2011 is on investment grade rated supports. Counterparty risk is estimated not signiﬁcant as of December 31, 2011. 15-2 Foreign exchange risk See Note 22. 15-3 Interest rates See Note 22. 5 BIC Group - 2011 Registration Document 129

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5 - Financial statements Consolidated ﬁnancial statements 15-4 Liquidity risk BIC Group manages its equity in order to keep a cash position positive and available, in order to be able to achieve its development and/or external growth strategy. The excess cash and the funding needs of the Group are managed by the Group Treasury, following a secure policy guideline, that aims for capital security and liquidity. The excess cash is mainly invested in monetary mutual funds, deposit and cash equivalents whose volatility is below 0.5 with a recommended holding period of less than three months. The more structural portion of the cash can be invested in monetary funds qualiﬁed as “dynamics”, with a recommended holding period that can be above six months. All the investments are valuated mark-to-market twice a month by the Group Treasury, and the target is to reach an average yearly performance above the Eonia capitalized rate. No fund held on December 31, 2011 is based on a mono-strategy on credit risk. The most important mutual fund line in the portfolio at year end represents 15% of the total assets under management. As of December 31, 2011, the portfolio structure turned into an asset made up of 64.7% of “pure monetary” products with daily liquidity. (in thousand euros) DEC. 31, 2009 329,526 150,817 480,343 DEC. 31, 2010 193,891 177,300 371,191 DEC. 31, 2011 128,195 172,538 300,733 Cash equivalents: mutual funds Cash CASH AND CASH EQUIVALENTS, BANK OVERDRAFT EXCLUDED 15-5 Credit risk The Group’s credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. The Group has no signiﬁcant concentration of credit risk, with exposure spread over a large number of counterparties and customers. Trade and other receivables comprise: • an allowance for estimated unrecoverable amounts from the sale of goods. This allowance has been determined by reference to past default experience and based on the current economic environment. It is booked in a separate account. • gross amounts receivable for the sale of goods as well as other receivables, mainly related to VAT credit. These trade and other receivables are short-term assets, with maturity dates within 12 months; BIC Group considers that the carrying amount of trade and other receivables approximates to their fair value. Receivables past due but not impaired are not signiﬁcant at Group level as of December 31, 2011. Maximum exposure to credit risk corresponds to the net booked value of ﬁnancial assets in the balance sheet, including derivatives with positive market value (see table below): DEC. 31, 2009 DEC. 31, 2010 DEC. 31, 2011 (in thousand euros) Gross receivables • Not yet due or past due for less than 60 days • Past due for 60 to 90 days • Past due for 90 to 120 days • Past due for more than 120 days Total gross receivables Doubtful TOTAL BEFORE ALLOWANCE Allowance on receivables Other receivables TRADE AND OTHER RECEIVABLES - NET 338,331 5,167 4,564 7,420 355,482 9,176 364,658 (20,318) 16,832 361,172 370,521 5,322 3,559 5,968 385,370 11,656 397,026 (22,224) 14,511 389,314 384,707 5,529 3,826 6,317 400,379 16,322 416,701 (22,808) 23,035 416,928 130 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements 15-6 Fair value of ﬁnancial assets and liabilities (in thousand euros) DEC. 31, 2009 DEC. 31, 2010 DEC. 31, 2011 Financial assets At fair value through the income statement • Held for trading (a) - Level 1 • Designed as such upon initial recognition Derivatives - Hedging accounting - Level 2 • Including forward exchange contracts • Including foreign exchange options Held-to-maturity investments (b) - Level 1 Loans and receivables (including cash) Available for sale Financial liabilities At fair value through the income statement • Held for trading • Designed as such upon initial recognition Derivatives - Hedging accounting - Level 2 At amortized cost (a) Include some monetary mutual funds and other ﬁnancial current assets. (b) Include negociable debt securities non classable as cash and cash equivalent. 369,639 7,803 7,765 38 511,989 78 234,563 5,192 5,122 70 566,743 70 152,220 1,159 1,148 11 15,199 589,466 39 8,902 335,591 4,827 144,745 7,196 121,110 BIC Group considers that the carrying amount of ﬁnancial assets and liabilities approximates to their fair value. Above ﬁnancial instruments valued at fair value are classiﬁed into levels as follows: • • level 2 (inputs observable, either directly (i.e., as prices) or indirectly (i.e., derived from prices)): derivatives - hedging accounting; level 3 (inputs for the asset or liability that are not based on observable market data): no such instrument hold as of December 31, 2011. • level 1 (quoted prices (unadjusted) in active markets): monetary mutual funds and other ﬁnancial current assets; 15-7 Net income per category Following net income related to ﬁnancial assets and liabilities have been booked in the income statement during the year 2011: INTERESTS Fair value (a) 4,315 6,287 (3,393) 7,209 338 338 REVALUATION NET INCOME (in thousand euros) Financial assets and liabilities At fair value through the income statement Derivatives - Hedging accounting Loans and receivables (including cash) At amortized cost TOTAL Translation 8,227 (1,599) 6,628 Depreciation DEC. 31, 2011 (584) (584) 4,315 338 13,930 (4,992) 13,591 DEC. 31, 2010 DEC. 31, 2009 3,705 (1,930) 15,720 (8,705) 8,789 6,189 194 8,281 (7,262) 7,402 5 (a) Including 2,269 thousand euros transferred from equity to operating income. BIC Group - 2011 Registration Document 131

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5 - Financial statements Consolidated ﬁnancial statements NOTE 16 SHARE CAPITAL 16-1 Share capital (in thousand euros) DEC. 31, 2009 185,559 (1,328) 184,231 DEC. 31, 2010 185,991 (1,863) 184,128 DEC. 31, 2011 182,941 (3,258) 179,683 Authorized, issued and fully paid Repurchase of shares of the Company SHARE CAPITAL As of December 31, 2011, the share capital of SOCIÉTÉ BIC is 182,941,404.40 euros divided into 47,890,420 shares of 3.82 euros each, the par value. The registered shares held for more than two years carry double voting rights. In addition, SOCIÉTÉ BIC held 817,808 of these shares, acquired at the average price of 61.27 euros in accordance with the Article L. 225-209 of the French Commercial Code, which represent 1.71% of the share capital. 16-2 SOCIÉTÉ BIC owned shares and repurchase of shares of the Company as of December 31, 2011 AVERAGE ACQUISITION PRICE (in euros) PURPOSE OF THE REPURCHASE Liquidity agreement (a) Free share grants TOTAL (b) (a) NUMBER OF SHARES 577 817,231 817,808 % CAPITAL 1.71% 1.71% 67.81 61.26 61.27 (a) Article L. 225-209 of the French Commercial Code. (b) As of December 31, 2011, BIC CORPORATION holds in addition 35,430 SOCIÉTÉ BIC shares representing 0.07% of the share capital. SOCIÉTÉ BIC obtained authorization at the Annual Shareholders’ Meeting on May 11, 2011 to renew its share repurchase program. NUMBER OF SHARES PURCHASED IN 2011 (a) • share repurchase program authorized by the Annual Shareholders’ Meeting held on May 12, 2010 • share repurchase program authorized by the Annual Shareholders’ Meeting held on May 11, 2011 Average share repurchase price for the purchases during 2011 (in euros) (a) Excluding the liquidity contract. 609,314 999,634 63.01 NUMBER OF SHARES CANCELLED IN 2011 • share repurchase program authorized by the Annual Shareholders’ Meeting held on May 12, 2010 • share repurchase program authorized by the Annual Shareholders’ Meeting held on May 11, 2011 TOTAL TOTAL BOARD OF DIRECTORS FEBRUARY 15, 2011 BOARD OF DIRECTORS MAY 11, 2011 BOARD OF DIRECTORS DECEMBER 14, 2011 197,675 197,675 - - 1,015,884 1,213,559 197,675 609,314 609,314 406,570 406,570 During the last 24 months, SOCIÉTÉ BIC cancelled 1,759,485 shares, 4% of the share capital as of December 31, 2011. 132 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements To the best of the Company’s knowledge as of December 31, 2011, the shareholders who hold more than 5%, 10%, 15%, 20%, 25%, 33.33%, 50%, 66.66%, 90% or 95% of the share capital and/or of the voting rights of the Company were as follows: AT DECEMBER 31, 2011 % of shares (approx.) M.B.D. Bich Family 26.24% 17.10% % of voting rights (approx.) 35.99% 21.48% NOTE 17 SHARE-BASED PAYMENTS 17-1 Grant of share option plans All granted plans are equity settled plans. Group stock option plans: As part of a policy recommended by the Compensation and Nomination Committee, the Board has decided not to award stock options in 2011 and set up a policy of free share grants. Some 500 executives receiving stock options on the basis of their position in the Company (eligible) PLAN N° 5 May 12, 1998 Dec. 10, 2002 564 375,000 PLAN N° 6 May 28, 2003 Dec. 17, 2003 555 377,550 will receive three-year performance-based free share grants. To replace the stock option programs rewarding staff selected by Management and key contributors of the year, free share grants without performance condition will be awarded. PLAN N° 7 May 28, 2003 Dec. 15, 2004 563 370,450 PLAN N° 8 May 28, 2003 Dec. 14, 2005 575 427,850 PLAN N° 9 May 24, 2006 Dec. 13, 2006 567 398,500 PLAN N° 10 May 24, 2006 Dec. 11, 2007 633 440,500 PLAN N° 11 May 21, 2008 Dec. 10, 2008 613 371,400 PLAN N° 12 May 21, 2008 Dec. 15, 2009 602 360,000 PLAN N° 13 May 12, 2010 Dec. 16, 2010 643 382,950 BREAKDOWN BY PLAN Annual Shareholders’ Meeting date Board of Directors’ Meeting date Number of beneﬁciaries Number of options available for subscription Among which, options granted to: • the current members of the leadership Management team as of December 31, 2011 (see Corporate Governance- §3.3.2.3.2.) • the Corporate Officers • Mario Guevara • Marie-Aimée Bich-Dufour • the ten highest paid employees who are not Corporate Officers Date from which options may be exercised Option expiration date Exercise price (in euros) (a) Number of options exercised as of December 31, 2011 Number of void options as of December 31, 2011 Number of remaining options as of December 31, 2011 (a) No discount on the exercise price. 44,000 12,000 12,000 61,100 Dec. 11, 2005 Dec. 9, 2012 30.93 286,740 66,810 21,450 56,500 20,500 14,000 6,500 61,500 Dec. 18, 2006 Dec. 16, 2013 36.96 267,907 66,750 42,893 46,650 17,000 12,000 5,000 48,500 Dec. 16, 2007 Dec. 14, 2014 36.76 250,212 73,000 47,238 48,650 20,000 15,000 5,000 47,500 Dec. 15, 2008 Dec. 13, 2015 50.01 243,000 74,500 110,350 40,650 5,000 5,000 49,500 Dec. 14, 2009 Dec. 12, 2014 52.35 215,631 51,750 131,119 43,500 5,000 5,000 51,500 Dec. 12, 2010 Dec. 10, 2015 49.62 193,427 30,550 216,523 34,050 Dec. 11, 2011 Dec. 9, 2016 40.18 104,900 20,700 245,800 33,800 Dec. 16, 2012 Dec. 14, 2017 47.99 200 13,650 346,150 33,350 Dec. 17, 2013 Dec. 15, 2018 63,71 10,000 372,950 5 The plans n°1 and n°2 (purchase plans) expired on December 16, 2008 and December 16, 2009 respectively. The plans n°3 and n°4 (subscription plans) expired on December 17, 2010 and December 12, 2011 respectively. BIC Group - 2011 Registration Document 133

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5 - Financial statements Consolidated ﬁnancial statements Estimated fair value of options granted and impact on the income statement as of December 31, 2011: PLANS’ UNIT FAIR VALUE BINOMIAL MODEL PLAN - AWARD DATE French beneﬁciaries Plan n° 9 - 2006 Plan n° 10 - 2007 Plan n° 11 - 2008 Plan n° 12 - 2009 Plan n° 13 - 2010 TOTAL 13.19 11.67 11.76 11.32 15.71 (in euros) EXPENSE BOOKED IN INCOME STATEMENT (in thousand euros) Other beneﬁciaries 12.67 11.27 11.38 11.07 15.36 DEC. 31, 2009 1,575 1,571 1,285 52 4,483 DEC. 31, 2010 1,526 1,342 1,210 72 4,150 DEC. 31, 2011 1,149 1,210 1,775 4,134 Assumptions for fair value calculation of share options plans according to binomial model: PLAN N° 9 Expected volatility Free risk rate Expected dividend yield Expected life in years (a) PLAN N° 10 25.00% 4.16% 2.50% 6.29 & 5.89 PLAN N° 11 29.00% 3.56% 2.50% 6.18 & 5.70 PLAN N° 12 26.00% 2.95% 2.75% 6.36 & 5.94 PLAN N° 13 26.00% 3.31% 2.90% 6.32 & 5.87 30.00% 3.78% 2.00% 5.18 & 4.79 (a) First ﬁgure is for French tax residents, second ﬁgure for foreign tax resident. 17-2 Free, performance-based share allocations From 2005, exercising the power placed at its disposal by successive Annual Shareholders’ Meetings, the Board of Directors resolved, upon the recommendation of the Compensation and Nomination Committee, to put in place a policy of three-year performance-based free share grants. For plans number 1 to 5, shares are granted either by SOCIÉTÉ BIC or BIC CORPORATION. Shares granted by SOCIÉTÉ BIC are delivered to the beneﬁciaries at the deﬁnitive grant date. For U.S tax reasons, the shares granted by BIC CORPORATION will only be delivered at the conclusion of a three-year period following the deﬁnitive grant date. As a compensation for dividends not received between the conclusion of the acquisition period and the real date of delivery, additional shares will be delivered at that time. For plans number 6 and 7, shares are only granted by SOCIÉTÉ BIC. For French beneﬁciaries, shares are delivered at the deﬁnitive grant date. For foreign beneﬁciaries, shares are delivered at the conclusion of a three year period following the deﬁnitive grant date. As a compensation for dividends not received between the conclusion of the acquisition period and the real date of delivery, additional shares are delivered at that time. 134 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements PLAN N° 1 Annual Shareholders’ Meeting date Board of Directors’ Meeting date Grant Number of beneﬁciaries Number of free shares granted Deﬁnitive grant date Number of free share grants deﬁnitively acquired at December 31, 2011 Which number of shares transferred to beneﬁciaries by: • SOCIÉTÉ BIC • BIC CORPORATION Delivery date of the shares by: • SOCIÉTÉ BIC • French beneﬁciaries • Foreign beneﬁciaries • BIC CORPORATION Shares delivered by BIC CORPORATION as a compensation for dividends not received Shares to be delivered by BIC CORPORATION as a compensation for dividends not received Total number of void free share grants as of December 31, 2011 (a) Total number of free share grants still under acquisition period as of December 31, 2011 May 19, 2011 May 19, 2015 Mar 14, 2012 May 19, 2008 May 19, 2012 Mar 14, 2009 7,420 12,985 5,724 10,017 May 19, 2005 May 19, 2005 Main Secondary 12 31,800 May 19, 2008 11 2,618 May 19, 2012 PLAN N° 2 May 19, 2005 Dec. 14, 2005 Main Secondary 12 31,800 Mar 14, 2009 11 2,618 Mar 14, 2013 PLAN N° 3 May 19, 2005 Dec. 13, 2006 Main Secondary 9 33,450 Mar. 13, 2010 8 2,352 Mar. 13, 2014 PLAN N° 4 May 23, 2007 Dec. 11, 2007 Main Secondary 11 37,550 Mar. 11, 2011 10 2,644 Mar. 11, 2015 PLAN N° 5 May 23, 2007 Feb. 10, 2009 Main Secondary 17 57,500 Mar. 10, 2012 16 2,643 Mar. 10, 2016 PLAN N° 6 May 23, 2007 Feb. 16, 2010 Main 27 83,475 Mar. 16, 2013 PLAN N° 7 May 12, 2010 Feb. 15, 2011 Main 28 87,650 Mar. 15, 2014 20,405 - 15,741 - 31,443 - 37,550 - - - - - - 7,473 23,970 - 9,950 27,600 - - - N/A N/A Mar 14, 2013 Mar. 13, 2010 Mar. 13, 2014 Mar. 11, 2011 Mar. 11, 2015 Mar. 10, 2012 Mar. 10, 2016 Mar. 16, 2013 Mar. 16, 2016 Mar. 15, 2014 Mar. 15, 2017 N/A Mar 14, 2016 Mar. 13, 2013 Mar. 13, 2017 Mar. 11, 2014 Mar. 11, 2018 Mar. 10, 2015 Mar. 10, 2019 N/A 1,645 - - - - - - - - - - - - - 1,127 - 1,807 - 823 - - - - - 11,395 1,456 16,059 1,722 2,007 696 - 604 - - - 625 5 - 1,162 - 896 - 1,656 - 2,040 57,500 2,643 83,475 87,025 (a) Those free share grants are void due to beneﬁciaries leaving the Company or to all performance conditions not achieved. BIC Group - 2011 Registration Document 135

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5 - Financial statements Consolidated ﬁnancial statements Estimated fair value of shares granted and impact on the income statement as of December 31, 2011: PLANS’ UNIT FAIR VALUE BINOMIAL MODEL FREE SHARES PLAN Main grant May 19, 2005 Dec. 14, 2005 Dec. 13, 2006 Dec. 11, 2007 Feb. 10, 2009 Feb. 16, 2010 Feb. 15, 2011 Dividend equivalents TOTAL (a) Dividend equivalents correspond to additional shares transferred in 2011 or that will be transfered in 2012 and 2013 by BIC CORPORATION. (a) EXPENSE/(INCOME) BOOKED IN INCOME STATEMENT (in thousand euros) (in euros) Secondary grant 38.00 45.10 46.77 40.71 32.34 N/A N/A DEC. 31, 2009 8 10 427 308 459 12 1,224 DEC. 31, 2010 3 (5) 356 846 865 1,138 15 3,218 DEC. 31, 2011 1 2 11 12 704 1,313 1,443 12 3,498 40.51 48.09 50.67 44.99 36.10 47.17 58.83 NOTE 18 BORROWINGS (in thousand euros) DEC. 31, 2009 1,458 211,708 1,995 215,161 DEC. 31, 2010 3,219 8,559 2,712 14,490 DEC. 31, 2011 1,363 6,611 2,371 10,345 Bank overdrafts Bank loans (see detail below) Obligations under ﬁnancial leases BANK BORROWINGS AND OVERDRAFTS Bank overdrafts are due within one year. Long-term part of obligations under ﬁnancial leases is not signiﬁcant. Bank loans have the following maturities: (in thousand euros) DEC. 31, 2009 51,449 43,225 39,012 39,011 39,011 211,708 DEC. 31, 2010 7,880 679 8,559 DEC. 31, 2011 6,611 6,611 On demand or within one year In the second year In the 3rd year In the 4th year In the 5th year After ﬁve years TOTAL 136 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements Main bank loans/credit lines are the following: CURRENCY DEC. 31, 2009 USD BRL MYR USD / RUB EUR Misc. 195,089 8,894 2,154 1,735 1,566 2,270 211,708 DEC. 31, 2010 5,162 806 2,590 8,559 EURO EQUIVALENTS DEC. 31, 2011 623 853 2,541 2,594 6,611 (in thousand euros) Borrowing country • France • Brazil • Malaysia • Russia • Romania • Others TOTAL In Brazil the remaining loan relates to asset purchases. As of 2009, loans in France corresponded to those contracted for the acquisitions of Cello Pens and Norwood Promotional Products for a total of 156 and 125 million U.S. dollars respectively. These loans had been contracted on a reference of variable interest rate LIBOR USD 3 months, plus margin, and had been hedged through an interest rate swap versus ﬁxed rate with a maturity of ﬁve years and repayment on a straight line basis. Those whole loans have been early repaid in 2010. Information on interest rates As of December 31, 2011, remaining loans and short term credit lines were contracted with a ﬂoating rate ranging between 2.46% and 12.0%. Relative exposure, estimated not to be signiﬁcant, has not been hedged (see Note 22). Information on covenants None of the loans contain any covenant that could advance the exigibility date of the debt. NOTE 19 PROVISIONS (in thousand euros) LITIGATION 6,358 1,889 (263) (657) 523 (522) 7,328 1,651 (1,416) (1,617) (222) 165 5,889 OTHER RISKS AND CHARGES 30,318 13,936 (1,767) (2,642) 2,406 900 43,151 15,646 (3,467) (2,976) (1,423) 2 50,933 TOTAL 36,676 15,825 (2,030) (3,299) 2,929 378 50,479 17,297 (4,883) (4,593) (1,645) 167 56,822 At January 1, 2010 Additional provisions Utilized during the period Unused amounts reversed Exchange differences Transfers and reclassiﬁcation from current liabilities At January 1, 2011 Additional provisions Utilized during the period Unused amounts reversed Exchange differences Transfers and reclassiﬁcation from current liabilities At December 31, 2011 5 The litigation provision mainly represents distributor and commercial agent risks for 4 million euros as of December 31, 2011, stable compared to December 31, 2010. The other risks are mainly tax risks and workers’ compensation in the U.S, as well as BIC CORPORATION product liability provision for 2.1 million euros. BIC Group - 2011 Registration Document 137

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5 - Financial statements Consolidated ﬁnancial statements NOTE 20 PENSION AND OTHER EMPLOYEE BENEFITS 20-1 Change in the net obligation of deﬁned beneﬁts plan (in thousand euros) PENSION OTHER BENEFITS TOTAL EMPLOYEE BENEFITS PRESENT VALUE OF OBLIGATION At January 1, 2011 Reclassiﬁcation Period costs: • Service costs • Interest costs • Curtailment and settlement • Past service costs Beneﬁts paid Actuarial difference on obligation Past service costs not vested Exchange differences At December 31, 2011 FAIR VALUE OF PLAN ASSETS At January 1, 2011 Total period costs: • Return on assets • Curtailment and settlement Beneﬁts paid Contributions paid Actuarial difference on assets Exchange differences At December 31, 2011 PAST SERVICE COSTS NOT RECOGNIZED At January 1, 2011 Total period costs: • Curtailment and settlement • Past service costs Past service costs not recognized Exchange differences At December 31, 2011 NET LIABILITY IN THE BALANCE SHEET AS OF DECEMBER 31, 2011 NET LIABILITY IN THE BALANCE SHEET AS OF DECEMBER 31, 2010 C D = A-B-C 4,479 (559) (559) 100 11 4,031 112,918 85,430 (1,089) 199 199 (22) (912) 88,511 77,324 3,390 (360) (360) 100 (11) 3,119 201,429 162,754 B 281,651 15,091 18,180 (3,089) (14,194) 23,011 2,107 11,081 318,747 281,651 15,091 18,180 (3,089) (14,194) 23,011 2,107 11,081 318,747 A 371,560 (238) 24,461 8,326 19,104 (2,969) (19,050) 47,360 100 11,503 435,696 76,235 238 (114) 1,865 3,687 (5,666) (2,602) 11,729 2,113 87,599 447,795 24,347 10,191 22,791 (8,635) (21,652) 59,089 100 13,616 523,295 138 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements 20-2 Funded / unfunded obligations (in thousand euros) PENSION OTHER BENEFITS TOTAL At December 31, 2011 Fair value of funded obligations Fair value of plan assets Excedent of obligation over assets Fair value of unfunded obligations Past service costs not recognized Net Value in the balance sheet - Asset - Liability 391,379 (318,747) 72,632 44,317 (4,031) 112,918 87,599 912 88,511 391,379 (318,747) 72,632 131,916 (3,119) 201,429 1,587 203,016 (in thousand euros) PENSION OTHER BENEFITS TOTAL At December 31, 2010 Fair value of funded obligations Fair value of plan assets Excedent of obligation over assets Fair value of unfunded obligations Past service costs not recognized Net Value in the balance sheet - Asset - Liability 332,869 (281,651) 51,218 38,691 (4,479) 85,430 76,235 1,089 77,324 332,869 (281,651) 51,218 114,926 (3,390) 162,754 4,126 166,880 Evolution over ﬁve years: (in thousand euros) 2007 262,847 (210,523) 52,324 51,380 (1,471) 102,233 1,866 104,099 2008 249,587 (181,951) 67,636 83,891 (1,718) 149,809 753 150,562 2009 291,508 (233,729) 57,779 96,265 (2,265) 151,779 1,870 153,649 2010 332,869 (281,651) 51,218 114,926 (3,390) 162,754 4,126 166,880 2011 391,379 (318,747) 72,632 131,916 (3,119) 201,429 1,587 203,016 Fair value of funded obligations Fair value of plan assets Excedent of obligation over assets Fair value of unfunded obligations Past service costs not recognized Net Value in the balance sheet - Asset - Liability 5 BIC Group - 2011 Registration Document 139

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5 - Financial statements Consolidated ﬁnancial statements Change in the net debt over 5 years: (in thousand euros) NOTES 2007 134,457 2008 102,233 13,166 70,220 (34,073) (1,737) 149,809 47,576 2009 149,809 26,832 139 (25,264) 1,819 (1,556) 151,779 1,970 2010 151,779 16,740 11,237 (25,081) 768 7,311 162,754 10,975 2011 162,754 9,616 56,982 (30,469) 2,546 201,429 38,675 Net value of employee benefits in the balance sheet at January 1 Period costs booked to income statement Actuarial differences booked to equity Payments related to employee beneﬁts Acquisition of subsidiary Transfer to short term liability Exchange difference Net value of employee benefits in the balance sheet at December 31 CHANGE IN THE BALANCE SHEET NET VALUE OCI: See statement of comprehensive income. CF: See consolidated cash ﬂow statement. 20-3 20-4/OCI 20-1/CF 20-1 20-1 12,690 (17,699) (16,939) (10,276) 102,233 (32,224) 20-3 Period costs (in thousand euros) OBLIGATION Pension Other beneﬁts Pension 1,865 3,687 (5,666) (18,180) 3,089 - ASSETS PAST SERVICE COSTS Other beneﬁts Pension 199 8,326 19,104 (18,180) 120 559 TOTAL Other beneﬁts 1,865 3,687 (5,666) (199) TOTAL EMPLOYEE BENEFITS DEC. 31, 2011 10,191 22,791 (18,180) (5,546) 360 DEC. 31, 2010 9,754 24,318 (18,110) 376 402 DEC. 31, 2009 8,766 20,303 (12,536) 9,536 764 Other beneﬁts Pension (559) Service costs Interest costs Return on assets Curtailment and settlement Past service costs TOTAL PERIOD COSTS 8,326 19,104 (2,969) - 24,461 (114) (15,091) - (559) 199 9,929 (313) 9,616 16,740 26,832 In the context of APP integration plan in the USA, retirement beneﬁts for BIC Graphic employees have been aligned to Norwood USA level of beneﬁts. This positive impact has been booked in “Other income and expense” and is partly offset by compensation granted to the BIC Graphic employees. 140 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements 20-4 Additional information Follow up by nature of actuarial gain and loss recognized to equity: ACTUARIAL DIFFERENCE RESULTING FROM DBO (a)PENSION ACTUARIAL DIFFERENCE RESULTING FROM DBO (a)OTHER BENEFITS ACTUARIAL DIFFERENCE RESULTING FROM ASSETPENSION (in thousand euros) TOTAL At January 1, 2011 Discount rate Experience Other assumptions TOTAL (19,510) (10,591) (25,918) (56,019) (6,421) 3,871 (5,259) (7,809) 23 (14,553) 713 (13,817) (25,908) (21,273) (30,464) (77,645) Change during the period (excluding foreign exchange impact) Discount rate Experience Other assumptions TOTAL Exchange impact Discount rate Experience Other assumptions TOTAL At December 31, 2011 Discount rate Experience Other assumptions TOTAL (a) Deﬁned Beneﬁt Obligation. (42,705) (7,722) 3,067 (47,360) (9,626) (2,095) (8) (11,729) (82) 2,189 2,107 (52,413) (7,628) 3,059 (56,982) (1,200) (280) (625) (2,105) (353) 126 (173) (400) (2) (133) 5 (129) (1,555) (287) (792) (2,634) (63,415) (18,593) (23,476) (105,484) (16,400) 1,902 (5,440) (19,938) (61) (12,497) 718 (11,840) (79,876) (29,188) (28,198) (137,262) Nature of plan assets: (in thousand euros) AT DECEMBER 31, 2010 176,831 99,244 1,945 3,631 281,651 62.8% 35.2% 0.7% 1.3% 100.0 % 139,453 174,666 1,944 2,684 318,747 AT DECEMBER 31, 2011 43.8% 54.8% 0.6% 0.8% 100.0 % Equity Bond and other ﬁxed income Monetary Other TOTAL 5 During 2011, BIC CORPORATION evaluated the current asset allocation of its two qualiﬁed pension plans. In July 2011, the allocation was changed, resulting in a decrease of the equity portion while increasing the ﬁxed income percentage. BIC Group - 2011 Registration Document 141

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5 - Financial statements Consolidated ﬁnancial statements 20-5 Actuarial hypothesis for main countries Actuarial assumptions used to calculate the beneﬁt obligations vary according to the economic conditions of the country in which the plan is located. They were adjusted according to the actual interest rate and the mortality table. Below are assumptions for plans representing our main obligations. AT DECEMBER 31, 2011 Discount rate Expected return on plan assets Expected rate of salary increases UNITED STATES 4.64% 7.25% 4.00% UNITED KINGDOM 4.80% 5.00% N/A FRANCE 4.50% 3.75% 3.00% AT DECEMBER 31, 2010 Discount rate Expected return on plan assets Expected rate of salary increases UNITED STATES 5.52% 8.00% 4.00% UNITED KINGDOM 5.60% 6.42% 4.20% FRANCE 4.75% 3.75% 3.00% The discount rates for our U.S. and UK retirement programs were developed using the Mercer Pension Discount Yield Curve which is built from the yields of high quality (AA) corporate bonds. For our other international plans, the discount rates are set by benchmarking against investment grade corporate bonds rated AA or better. The rate shown for the U.S is for the main plan, each U.S. plan being valuated with a speciﬁc discount rate (from 3% to 4.77%) Sensitivity of the obligation to a change in discount rate According to the Group’s estimates, a +/-1% change in the discount rate for these three countries would result in a change of respectively -12.2% and +15.2% in the obligations. This change would not fully impact the Group net liability on employee beneﬁts as a change in plan assets fair value may partly offset the impact. 20-6 Information by geographies AT DECEMBER 31, 2011 (in thousand euros) Europe North America Other countries TOTAL 89,132 425,989 8,174 523,295 OBLIGATION 17.0% 81.4% 1.6% 100% 46,226 270,774 1,748 318,747 PLAN ASSET 14.5% 84.9% 0.6% 100% 39,433 155,581 6,415 201,429 NET LIABILITY 19.6% 77.2% 3.2% 100% AT DECEMBER 31, 2010 (in thousand euros) Europe North America Other countries TOTAL 84,208 355,202 8,385 447,795 OBLIGATION 18.8% 79.3% 1.9% 100% 45,841 234,175 1,635 281,651 PLAN ASSET 16.3% 83.1% 0.6% 100% 34,599 121,418 6,737 162,754 NET LIABILITY 21.3% 74.6% 4.1% 100% For plans located in North America and Europe (mainly United Kingdom), plan asset levels as of December 31, 2011 are in agreement with minimum funding obligations, legally or contractually deﬁned. 142 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements NOTE 21 DEFERRED TAX (in thousand euros) DEC. 31, 2009 110,664 (19,390) 91,274 DEC. 31, 2010 136,140 (22,367) 113,773 DEC. 31, 2011 158,159 (19,014) 139,145 Deferred tax assets Deferred tax liabilities NET POSITION The movement for the year in the Group’s deferred tax position was as follows: 2011 113,773 (a) (in thousand euros) At January 1 Deferred tax income/(expense) for the period Booked in Shareholders‘ equity Exchange differences At December 31 (a) Excluding amounts booked to provision for risks and charges. 1,696 22,933 743 139,145 Origin of deferred tax assets: DEC. 31, 2011 157,522 637 158,159 (in thousand euros) Deferred tax assets calculated on temporary differences Deferred tax assets activated on tax losses Deferred tax assets NOTE 22 FINANCIAL INSTRUMENTS 22-1 Derivatives and hedge accounting The ﬁnancial risk management is mainly concentrated at the SOCIÉTÉ BIC level, and managed and/or coordinated by the Group Treasury. This department is not a proﬁt center. Group Treasury has ongoing contact with subsidiaries and collects information throughout the year to identify, follow and lead risk management. Regarding foreign exchange risk, the Group policy is to hedge the net position currency by currency on a yearly basis. Buyer and seller positions are aggregated and the determined net nominal is hedged on the market. According to the ﬂuctuation of the foreign exchange market, Group Treasury can speed up the hedging pace in order to beneﬁt from favourable trends or slow down so as not to ﬁx too early a rate and remain ﬂexible. All the positions are constantly monitored in realtime by the Group Treasury, which has the necessary information and analytical tools. An update of all the positions is transmitted to management each month and detailed by currency, product (forward, option, etc.), and purpose (commercial ﬂows or net investments). In case of local constraints that would not permit the centralization at optimum conditions, the hedges are performed locally under the strict control of Group Treasury. 5 BIC Group - 2011 Registration Document 143

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5 - Financial statements Consolidated ﬁnancial statements 22-2 Foreign exchange risk To manage its exchange rate exposure, the Group uses forward foreign currency contracts, currency swaps and currency options. Forward foreign currency contracts are recognized as hedges insofar as they are designated as such. These hedges may cover the net investment of the Group in certain foreign entities, foreign currency receivables or debts, or budgets in foreign currency. As Group Treasury is centralized, SOCIÉTÉ BIC has current accounts with its main subsidiaries. Credit balances in foreign currencies are swapped against the euro for a very short term and the euro is invested in monetary mutual funds and other short-term investments. Every day, Group Treasury adjusts the liquidity situation of the current accounts as a result of currency swaps realized on the market. This strategy, even though it uses exchange instruments, cannot be considered a full foreign exchange risk management hedging program, as there is no deﬁnitive translation of bank accounts. It only relates to optimization of funding by SOCIÉTÉ BIC through foreign liquidity management. 22-3 Interest rate risk As of December 31, 2011 BIC Group has no signiﬁcant debt neither related hedging instrument. The exposure to interest rate ﬂuctuations on borrowings is very limited. All the local funding needs are directly indexed on a shortterm variable rate. Borrowers’ positions are insigniﬁcant at Group level and are of too limited a time scale to require any relevant hedging. 22-4 Impact of interest rate and foreign exchange risks’ hedging on consolidated ﬁnancial statements as of December 31, 2011 The following amounts have been booked as the fair value of derivatives at the end of December 2011 (in thousand euros): FINANCIAL OTHER COMNET INCOME/ PREHENSIVE IN(EXPENSE) BEFORE COME BEFORE TAX (a) - NOTE 5 TAX (a) DERIVATIVE ITEMS AND REVALUATION HEDGE QUALIFICATION/ HEDGED RISK CURRENT ASSETS (b) NONCURRENT ASSETS CURRENT LIABILITIES NONCURRENT LIABILITIES Hedging revaluation impact - excluding Cello and Norwood acquisition ﬁnancing Commercial ﬂows Dividends Subtotal (1) Revaluation of crosscurrency swaps related to cash positions in foreign currencies Subtotal (2) Cash ﬂow hedge / Foreign exchange risk Net investment/ Foreign exchange risk 2,693 2,693 (11,472) 57 (11,415) 893 893 223 223 (7,114) (7,114) (82) (82) At fair value through P&L/Foreign exchange risk 1,514 - 33 - - - Impact of Norwood acquisition ﬁnancing Norwood - Reversal of December 2010 swap hedging exposure of the intercompany loan in USD (c) Subtotal (3) TOTAL 1+2+3 At fair value through P&L/Foreign exchange risk 914 914 5,121 (11,415) 926 223 (7,114) (82) (a) It corresponds to mark-to-market of hedging instruments in the portfolio end of December 2011, restated with the reverse of the mark-to-market of the portfolio of hedging instruments as of December 31, 2010. In addition, BIC subsidiaries with hedge rates have revaluated their account receivables and payables at those rates end of December 2011, impacting the income from operations for 2.3 million euros. (b) In addition, SOCIÉTÉ BIC has options not yet exercised representing a current asset of 11 thousand euros. (c) In 2010, SOCIÉTÉ BIC has internally replicated the loan it had with the banks. This intercompany loan in U.S. dollars was not yet repaid as of December 31, 2010 and a EUR/USD swap had been implemented. At the end of December 2011, the swap has been settled and this intercompany loan has been restructured for BIC CORPORATION ﬁnancing needs for the Norwood USA acquisition. 144 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements 22-5 Impact of interest rate and foreign exchange risks’ hedging on consolidated ﬁnancial statements as of December 31, 2010 The following amounts have been booked as the fair value of derivatives at the end of December 2010 (in thousand euros): FINANCIAL NET INCOME/ (EXPENSE) BEFORE TAX (a) - NOTE 5 OTHER COMPREHENSIVE INCOME BEFORE TAX (a) DERIVATIVE ITEMS AND REVALUATION HEDGE QUALIFICATION/ HEDGED RISK CURRENT ASSETS NONCURRENT ASSETS CURRENT LIABILITIES NONCURRENT LIABILITIES Hedging revaluation impact - excluding Cello and Norwood acquisition ﬁnancing Commercial ﬂows Dividends Subtotal (1) Revaluation of crosscurrency swaps related to cash positions in foreign currencies Subtotal (2) Cash ﬂow hedge / Foreign exchange risk Net investment/ Foreign exchange risk (1,644) (1,644) (792) (8) (800) 5,073 48 5,122 (2,346) (57) (2,403) (29) (29) At fair value through P&L/Foreign exchange risk (3,377) - - - (1,481) - Impact of Cello acquisition financing Cello - Reversal of December 2009 revaluation of NDF USD/ INR and swap EUR/USD Cello - Net gain realized on matured NDF (b) Cello - Net loss realized on matured swap EUR/ USD (c) Cello - Reversal of December 2009 revaluation of interest rate swaps (d) Cello - 2010 impact of foreign exchange result realized on the loan (e) Subtotal (3) Cash ﬂow hedge / Foreign exchange risk Cash ﬂow hedge / Foreign exchange risk Cash ﬂow hedge / Foreign exchange risk - 7,529 845 - - - - - (4,502) - - - - Cash ﬂow hedge / Interest rate risk Net investment / Foreign exchange risk - 186 - - - - - (10,293) (6,235) - - - - 5 BIC Group - 2011 Registration Document 145

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5 - Financial statements Consolidated ﬁnancial statements DERIVATIVE ITEMS AND REVALUATION HEDGE QUALIFICATION/ HEDGED RISK FINANCIAL NET INCOME/ (EXPENSE) BEFORE TAX (a) - NOTE 5 OTHER COMPREHENSIVE INCOME BEFORE TAX (a) CURRENT ASSETS NONCURRENT ASSETS CURRENT LIABILITIES NONCURRENT LIABILITIES Impact of Norwood acquisition financing Norwood - Reversal of December 2009 revaluation of interest rate swaps (f) Cash ﬂow hedge / Interest rate risk - 440 - - - - Norwood - Revaluation of current swap hedging At fair value through exposure of the P&L/Foreign exchange intercompany loan risk in USD (g) Subtotal (4) TOTAL 1+2+3+4 (914) (914) (5,935) 440 (6,595) 5,122 - (914) (914) (4,798) (29) (a) It corresponded to mark-to-market of hedging instruments in the portfolio as of December 31, 2010, restated with the reverse of the mark-to-market of the portfolio of hedging instruments as of December 31, 2009. Commercial ﬂows in U.S. dollars for 2011 had been revised upwards. In order to take this into consideration, BIC management had decided in September 2010, to reclassify all hedges initially qualiﬁed as net investment hedge to commercial ﬂows hedge with immediate effect. This reclassiﬁcation did not have a signiﬁcant impact on 2010 income statement. In addition, BIC subsidiaries with hedge rates had revaluated their account receivables and payables at hedge rate as of December 31, 2010, impacting the income from operations for 746 thousand euros. (b) As the second step of Cello acquisition has been delayed, the Non Deliverable Forward (NDF) initialy contracted to hedge the translation of USD to INR had matured and new NDF had been successively put in place, last one having expired in February 2010. The net gains realized on those matured NDF (5,071 thousand euros in 2009 and 845 thousand euros in 2010) were booked through Shareholders’ equity and will decrease the acquisition price of the second step. (c) As the second step of Cello acquisition had been delayed, the swap initialy contracted to hedge the translation of EUR to USD had been successively rolled over to ﬁnally mature in February 2010. The loss realized on this swap was booked through Shareholders’ equity and will increase the acquisition price of the second step. (d) As BIC had early repaid the whole loans linked to Cello acquisition in February and May 2010, the interest rate swaps on those loans had then been early unwinded, leading to a cost in interest expenses of 1.2 million euros (see Note 5). (e) According to IAS 32/39, the Cello loans had been qualiﬁed as BIC CORPORATION net investment hedging. The impact of the revaluation in euros of those loans was then booked in equity. As of December 31, 2009, the impact in equity was 13.9 million euros. After total repayment of the loan in 2010, equity is deﬁnitively impacted by 3.6 million euros. (f) BIC had decided to early repay the whole loan linked to Norwood acquisition at the ﬁrst annual payment date, early July 2010. The interest rate swap on this loan had been early unwinded in June 2010, being then disqualiﬁed from cash ﬂow hedge and leading to a cost in interest expenses of 2.1 million euros (see Note 5). (g) SOCIÉTÉ BIC had internally replicated the loan it had with the banks. This intercompany loan in U.S. dollars was not yet repaid as of December 31, 2010 and a swap had been implemented to cover this FX exposure. 146 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements 22-6 Portfolio of foreign exchange risks hedge as of December 31, 2011 In addition, in relation to its annual exposure, BIC had the following hedges as of December 31, 2011: MATURITY 2012 HEDGE EUR/USD USD/CAD AUD/USD EUR/GBP EUR/AUD EUR/CHF EUR/JPY EUR/CAD EUR/NZD EUR/PLN EUR/RON EUR/ZAR USD/CLP USD/MXN EUR/SEK USD/JPY NZD/USD 2013 EUR/AUD EUR/CHF EUR/GBP AUD/USD USD/CAD USD/JPY 2014 USD/JPY EUR/CHF 2015 EUR/CHF FORWARD 212,500,000 USD 30,500,000 USD 5,000,000 USD 17,600,000 GBP 25,100,000 AUD 6,800,000 CHF 750,000,000 JPY 13,000,000 CAD 6,000,000 NZD 18,500,000 PLN 11,000,000 RON 2,750,000 EUR 2,526,000 USD 64,409,000 MXN 2,217,000 SEK 5,000,000 USD 150,000 USD 1,000,000 AUD 2,000,000 CHF 1,000,000 GBP 500,000 USD 2,000,000 USD 3,000,000 USD 2,000,000 USD 2,000,000 CHF 2,000,000 CHF 2,500,000 USD 4,000,000 AUD 1,000,000 CHF CURRENCY OPTIONS 50,000,000 USD CURRENCY As of December 31, 2011, the main signiﬁcant exchange exposure relates to EUR/USD for 280 million U.S. dollars. This exposure is 94% hedged as of December 31, 2011 and related cash ﬂows will occur in 2012. Net income and equity sensitivity to a variance of +/-1% EUR/USD on balance sheet items as of December 31, 2011, as deﬁned in IFRS 7, is not considered as signiﬁcant for the Group. As of December 31, 2010, the main signiﬁcant exchange exposure related to EUR/USD for 260 million U.S. dollars. This exposure was 90% hedged as of December 31, 2010 and related cash ﬂows occurred in 2011. 5 BIC Group - 2011 Registration Document 147

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5 - Financial statements Consolidated ﬁnancial statements 22-7 Main balance sheet items deriving from foreign currencies Regarding the balance sheet items, the weight of the different currencies is as follows as of December 31, 2011, for the main non-current items: TRANSLATED FROM USD 76,320 112,878 33,144 (156,283) TRANSLATED FROM BRL 32,665 11,936 63,907 TRANSLATED FROM MXM 20,803 10,292 (2,885) (in thousand euros) TOTAL 360,242 211,600 300,733 (203,016) EUR 219,018 77,541 160,073 (18,864) OTHERS 11,436 9,245 33,317 (24,984) Property, plant and equipment Net goodwill Cash and cash equivalent (excluding bank overdrafts) Employee beneﬁts obligation NOTE 23 RELATED PARTIES According to IAS 24 requirements, BIC Group has considered the following related parties: • • • all consolidated subsidiaries and entities integrated through equity method (see Note 28); all members of the Board of Directors (see Corporate Governance - §3.1. Mandates of the Directors and the Corporate officers as of December 31, 2011) as well as their close relatives; all companies in which a member of the Board of Directors or of the Leadership Team has a signiﬁcant voting right. 23-1 Consolidated subsidiaries and entities integrated through equity method Transactions between the parent company and its subsidiaries as well as transactions between subsidiaries are eliminated through the consolidation process. Transactions between the parent company and equity investments were not signiﬁcant in 2011. 23-2 Members of the Board of Directors and of the Leadership Team All transactions with members of the Board of Directors and members of the Leadership Team as of December 31, 2011 are as follows: EXPENSES Short-term employee beneﬁts Post-employment beneﬁts Other long-term beneﬁts Termination beneﬁts Share based payments TOTAL OF TRANSACTIONS 7,322 2,996 2,988 13,306 NET AMOUNT IN BALANCE SHEET 245 29,501 29,746 Directors’ fees are not included in the table above and are disclosed in Corporate Governance - §3.2.1.3. Directors’ fees. 23-3 Companies in which a member of the Board of Directors or of the Leadership Team has a signiﬁcant voting right As of December 31, 2011, we did not identify such related parties. 148 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements NOTE 24 OFF-BALANCE SHEET ITEMS The following schedule summarizes the off-balance sheet avals and guarantees for the Group. All signiﬁcant items are disclosed in this schedule. No other security for assets or registered shares is to be reported. 24-1 Guarantee issued Nothing to report. 24-2 Guarantee received FALL DUE (in thousand euros) < 1 YEAR 618 123 1,500 2,241 1 TO 5 YEARS 1,337 185 528 211 2,261 > 5 YEARS 466 136 614 1,216 DEC. 31, 2011 1,956 308 994 1,847 614 5,718 DEC. 31, 2010 6,642 1,797 994 347 771 10,551 DEC. 31, 2009 5,591 748 994 347 766 8,446 Securities for credit lines Trade guarantees Lease guarantees Endorsements and guarantees Other guarantees TOTAL As of December 31, 2011, the securities for credit line mainly relate to Group’s subsidiaries in South Korea and Singapour for 1.6 million euros. The endorsements and guarantees relate to environment liabilities in Greece for 1.5 million euros. As of December 31, 2010, the securities for credit lines were mainly related to Group’s subsidiaries in Russia, Turkey and South Korea. NOTE 25 OBLIGATIONS UNDER FINANCIAL LEASES Finance leases represent a non signiﬁcant portion of the Group’s property, plant and equipment (less than 1%). The fair value of the Group’s lease obligations approximates to their carrying amount. The Group’s obligations under ﬁnance leases are secured by the lessor’s charge over the leased assets. 5 NOTE 26 CONTINGENT LIABILITIES As of December 31, 2011, neither SOCIÉTÉ BIC nor its other subsidiaries had any signiﬁcant pending litigation, claims or disputes which, in the opinion of management, after consultation with their advisors, would have a material adverse impact on the consolidated ﬁnancial statements. BIC Group - 2011 Registration Document 149

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5 - Financial statements Consolidated ﬁnancial statements NOTE 27 OPERATING LEASE ARRANGEMENTS 27-1 The BIC Group as lessee (in thousand euros) DEC. 31, 2009 7,249 DEC. 31, 2010 7,272 DEC. 31, 2011 8,201 Rentals under operating leases recognized as an expense in the year At the balance sheet date, the BIC Group has outstanding commitments under non-cancellable operating leases, which fall due as follows: DEC. 31, 2009 6,839 8,750 1,976 17,565 DEC. 31, 2010 5,895 12,284 929 19,108 DEC. 31, 2011 7,139 12,168 5,862 25,169 (in thousand euros) Within one year In the second to ﬁfth year inclusive After ﬁve years TOTAL Operating lease rentals are primarily linked to office properties. 27-2 The BIC Group as lessor See Note 9-3 on investment property. NOTE 28 CONSOLIDATED SUBSIDIARIES The main operating companies at December 31, 2011, are as follows: PLACE OF INCORPORATION (OR REGISTRATION) AND OPERATION PROPORTION OF OWNERSHIP MAIN INTEREST (DIRECT SHAREHOLDERS OR INDIRECT) NAME OF SUBSIDIARY FULLY CONSOLIDATED SUBSIDIARIES FRANCE BIC Clichy SAS BIC Services SASU BIMA 83 SASU Société du Briquet Jetable 75 SASU DAPE 74 Distribution SASU Électro-Centre SAS BIC Technologies SA (EX SO.BI.TU) BIC Rasoirs SASU PRINCIPAL ACTIVITY Clichy Clichy Clichy/Cernay Clichy/Redon Clichy Velars-sur-Ouche Clichy Verberie SOCIÉTÉ BIC SA BIC Clichy SAS BIC Clichy SAS BIC Clichy SAS SOCIÉTÉ BIC SA BIC Clichy SAS BIC Clichy SAS BIC Clichy SAS 100.0% 100.0% 100.0% 100.0% 100.0% 99.9% 99.9% 100.0% Holding company Services Manufacturing consumer products Manufacturing consumer products Distribution of consumer products Manufacturing consumer products Manufacturing consumer products Manufacturing consumer products Manufacturing and distribution of consumer products BIC Sport SASU Vannes BIC Clichy SAS 100.0% 150 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements NAME OF SUBSIDIARY Conté SASU BIC Graphic France SASU BIC Écriture 2000 SASU PLACE OF INCORPORATION (OR REGISTRATION) AND OPERATION Boulogne-sur-Mer Clichy Clichy / Montévrain PROPORTION OF OWNERSHIP MAIN INTEREST (DIRECT SHAREHOLDERS OR INDIRECT) BIC Clichy SAS BIC Clichy SAS BIC Clichy SAS 100.0% 100.0% 100.0% PRINCIPAL ACTIVITY Manufacturing consumer products Distribution of consumer products Manufacturing consumer products Manufacturing and distribution of consumer products Real estate Real estate Manufacturing and distribution of consumer products Voiles Gateff SAS SI Valiton Gesnouin SASU SI BIC Clichy SASU La Garde Clichy Clichy BIC Clichy SAS BIC Clichy SAS BIC Clichy SAS 90.0% 100.0% 100.0% Stypen SASU EUROPE BIC Deutschland GmbH & Co. OHG BIC Erzeugnisse GmbH BIC Verwaltungs GmbH BIC GmbH BIC (Austria) Vertriebsgesellschaft mbH BIC Belgium SPRL Clichy / Montévrain BIC Clichy SAS 100.0% Germany Germany Germany Germany Austria Belgium SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA BIC Clichy SAS BIC Clichy SAS 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% Distribution of consumer products Holding company Holding company Holding company Distribution of consumer products Distribution of consumer products Manufacturing and distribution of consumer products Manufacturing and distribution of consumer products Distribution of consumer products Manufacturing and distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Holding company Distribution of consumer products BIC Iberia SA Spain BIC Clichy SAS 100.0% BIC Graphic Europe SA Norwood Promotional Products Europe S.L.U. Spain Spain BIC Iberia SA BIC Graphic Europe SA BIC Clichy SAS BIC CORPORATION Furtuna Holding Co. Ltd. BIC Clichy SAS BIC Clichy SAS BIC Clichy SAS BIC Graphic Europe SA BIC Clichy SAS BIC Graphic Europe SA BIC UK Ltd. BIC Clichy SAS 100.0% 100.0% BIC Violex SA BIC Hungaria Kft. BIC (Ireland) Ltd. BIC Italia Spa Norwood Promotional Products Italia SPA BIC Netherlands BV Norwood Promotional Products Nederland BV JOMO Holding B.V BIC Polska SP ZOO Greece Hungary Ireland Italy Italy Netherlands Netherlands Netherlands Poland 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 5 BIC Group - 2011 Registration Document 151

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5 - Financial statements Consolidated ﬁnancial statements NAME OF SUBSIDIARY BIC Portugal SA BIC (Romania) Marketing & Distribution SRL BIC UK Ltd. BIC Slovakia SRO Sheaffer Slovakia SRO BIC CIS BIC Nordic AB Société BIC (Suisse) SA BIC Pazarlama Ltd. Sti. BIC Ukraine NORTH AMERICA BIC Inc. BIC CORPORATION BIC USA Inc. BIC Consumer Products Manufacturing Co. Inc. BIC Graphic USA Manufacturing Co. Inc. Norwood Promotional Products LLC PLACE OF INCORPORATION (OR REGISTRATION) AND OPERATION Portugal Romania United Kingdom Slovakia Slovakia Russia Sweden Switzerland Turkey Ukraine PROPORTION OF OWNERSHIP MAIN INTEREST (DIRECT SHAREHOLDERS OR INDIRECT) SOCIÉTÉ BIC SA BIC Clichy SAS BIC Clichy SAS SOCIÉTÉ BIC SA BIC Clichy SAS BIC Clichy SAS BIC Clichy SAS BIC Clichy SAS SOCIÉTÉ BIC SA BIC Clichy SAS BIC Clichy SAS 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% PRINCIPAL ACTIVITY Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Canada United States United States United States United States United States BIC CORPORATION BIC Clichy SAS BIC CORPORATION BIC USA Inc. BIC USA Inc. BIC USA Inc. 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% Distribution of consumer products Holding company Distribution of consumer products Manufacturing consumer products Manufacturing consumer products Distribution of consumer products Manufacturing and distribution of consumer products Manufacturing and distribution of consumer products Manufacturing and distribution of consumer products Holding company Insurance coverage Sheaffer Manufacturing LLC United States BIC USA Inc. 100.0% BIC Sport North America Inc. United States BIC Sport SASU 100.0% Wite out Products Inc. Furtuna Holding Co. Ltd. Xenia Insurance Co. Ltd. OCEANIA BIC Australia Pty. Ltd. United States British Virgin Islands Bermuda BIC CORPORATION BIC CORPORATION BIC CORPORATION 100.0% 100.0% 100.0% Australia BIC Clichy SAS 100.0% Distribution of consumer products Manufacturing and distribution of consumer products BIC (NZ) Ltd. New Zealand BIC Clichy SAS 100.0% 152 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements NAME OF SUBSIDIARY LATIN AMERICA BIC Argentina SA BIC Brasil SA BIC Graphic Brasil Ltda. PLACE OF INCORPORATION (OR REGISTRATION) AND OPERATION PROPORTION OF OWNERSHIP MAIN INTEREST (DIRECT SHAREHOLDERS OR INDIRECT) PRINCIPAL ACTIVITY Argentina Brazil Brazil BIC Clichy SAS SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA BIC Brasil SA BIC Amazonia SA BIC Brasil SA SOCIÉTÉ BIC SA BIC Amazonia SA BIC Brasil SA BIC Brasil SA SA Nelgor BIC Brasil SA BIC de Guatemala SA 100.0% 100.0% 100.0% Distribution of consumer products Distribution of consumer products Distribution of consumer products Manufacturing and distribution of consumer products Manufacturing and distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Manufacturing and distribution of consumer products Distribution of consumer products Manufacturing and distribution of consumer products Manufacturing and distribution of consumer products Distribution of consumer products Distribution of consumer products Holding company Distribution of consumer products BIC Amazonia SA Brazil 100.0% PIMACO Autoadesivos Ltda. BIC Chile SA BIC Colombia SA BIC de Costa Rica SA Brazil Chili Colombia Costa Rica 100.0% 100.0% 100.0% 100.0% BIC Ecuador SA BIC de Guatemala SA Ecuador Guatemala BIC Brasil SA BIC CORPORATION BIC CORPORATION Industrial de Cuautitlan SA de CV BIC CORPORATION No Sabe Fallar SA de CV SOCIÉTÉ BIC SA BIC Clichy SAS BIC Brasil SA BIC Brasil SA BIC Brasil SA 100.0% 100.0% No Sabe Fallar SA de CV Mexico 100.0% Industrial de Cuautitlan SA de CV BIC Peru SA BIC Uruguay SA SA Nelgor BIC de Venezuela CA ASIA BIC Stationery (Shanghai) Co. Ltd. Mexico Peru Uruguay Uruguay Venezuela 100.0% 100.0% 100.0% 100.0% 100.0% 5 China SOCIÉTÉ BIC SA 100.0% Distribution of consumer products Manufacturing and distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products BIC (Shanghai) Stationery Manufacturing Co. Ltd. BIC Product (Korea) Ltd. BIC Advertising and Promotional Products Asia Limited BIC India Pvt. Ltd. PT Buana Inti Cakrawala (“BIC”) China South Korea Hong Kong India Indonesia SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA BIC Graphic France SASU SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA 100.0% 100.0% 100.0% 100.0% 100.0% BIC Group - 2011 Registration Document 153

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5 - Financial statements Consolidated ﬁnancial statements NAME OF SUBSIDIARY BIC Japan KK BIC GBA Sdn. Bhd. BIC Product (Singapore) Pte. Ltd. BIC Product (Asia) Pte. Ltd. BIC Product (Thailand) Ltd. MIDDLE EAST AND AFRICA BIC (South Africa) Pty. Ltd. PLACE OF INCORPORATION (OR REGISTRATION) AND OPERATION Japan Malaysia Singapore Singapore Thailand PROPORTION OF OWNERSHIP MAIN INTEREST (DIRECT SHAREHOLDERS OR INDIRECT) BIC Clichy SAS SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA SOCIÉTÉ BIC SA 100.0% 100.0% 100.0% 100.0% 100.0% PRINCIPAL ACTIVITY Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products South Africa BIC Holdings Southern Africa (Pty.) Ltd. SOCIÉTÉ BIC SA BIC UK Ltd. JOMO Holding B.V BIC Clichy SAS BIC Holdings Southern Africa (Pty.) Ltd. BIC Holdings Southern Africa (Pty.) Ltd. BIC Holdings Southern Africa (Pty.) Ltd. 100.0% Manufacturing consumer products BIC Holdings Southern Africa (Pty.) Ltd. BIC Middle East FZ - LLC BIC Malawi Pty. Ltd. BIC Mozambique Ltd. BIC Zambia Ltd. South Africa Dubai Malawi Mozambique Zambia 100.0% 100.0 % 100.0% 100.0% 99.0% Holding company Distribution of consumer products Distribution of consumer products Distribution of consumer products Distribution of consumer products ENTITIES CONSOLIDATED USING EQUITY METHOD INDIA Manufacturing and distribution of consumer products Manufacturing and distribution of consumer products Manufacturing and distribution of consumer products Manufacturing consumer products Manufacturing consumer products Manufacturing and distribution of consumer products Cello Writing Instruments and Containers private Limited India BIC Clichy SAS 40.0% Cello Stationery Products private Limited India BIC Clichy SAS 40.0% Pentek Pen and Stationery private Limited Cello Plastic Products private Limited Cello Tips and Pens private Limited India India India BIC Clichy SAS BIC Clichy SAS BIC Clichy SAS 40.0% 40.0% 40.0% Cello Pens private Limited India BIC Clichy SAS 40.0% 154 BIC Group - 2011 Registration Document

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5 - Financial statements Consolidated ﬁnancial statements NOTE 29 AUDITORS’ FEES Joint audit ﬁrms’ yearly audit fees included in the Group income statement: DELOITTE & ASSOCIÉS AMOUNT (EXCLUDING VAT) (in thousand euros) GRANT THORNTON AMOUNT (EXCLUDING VAT) 2011 2010 2011 2010 % 2011 % 2010 2010 2011 Audit Statutory audit, certiﬁcation, review of statutory and consolidated accounts • Issuer • Fully consolidated subsidiaries 409 925 378 1,200 (a) 27% 61% 19% 62% 71 497 71 559 12% 81% 11% 89% Other inspections and services directly linked to the Statutory Auditor’s mission • Issuer • Fully consolidated subsidiaries Subtotal 15 17 1,366 10 82 1,670 1% 1% 90% 1% 4% 86% 6 36 610 630 1% 6% 100% 100% Other network services for the fully consolidated subsidiaries • Legal, tax, labor-related Subtotal TOTAL 160 160 1,526 267(a) 267 1,937 10% 10% 100% 14% 14% 100% 610 630 100% 100% (a) Includes additional non-recurring procedures performed in the United States as part of the integration of the BIC APP activity. 5 BIC Group - 2011 Registration Document 155

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5 - Financial statements Statutory Auditors’ report on the consolidated ﬁnancial statements 5.2. Statutory Auditors’ report on the consolidated financial statements D FOR THE YEAR ENDED DECEMBER 31, 2011 This is a free translation into English of the Statutory Auditors’ report on the consolidated ﬁnancial statements issued in the French language and is provided solely for the convenience of English speaking users. The Statutory Auditors’ report includes information speciﬁcally required by French law in such reports, whether modiﬁed or not. This information is presented below the opinion on the consolidated ﬁnancial statements and includes explanatory paragraphs discussing the auditors’ assessments of certain signiﬁcant accounting and auditing matters. These assessments were made for the purpose of issuing an audit opinion on the consolidated ﬁnancial statements taken as a whole and not to provide separate assurance on individual account captions or on information taken outside of the consolidated ﬁnancial statements. This report should be read in conjunction with, and is construed in accordance with, French law and professional auditing standards applicable in France. To the Shareholders, In accordance with our appointment as Statutory Auditors at your Annual General Meeting, we hereby report to you for the year ended December 31, 2011 on: • • • the audit of the accompanying consolidated ﬁnancial statements of SOCIÉTÉ BIC, the justiﬁcation of our assessments, the speciﬁc procedures and disclosures required by law. These consolidated ﬁnancial statements have been approved by the Board of Directors. Our role is to express an opinion on these ﬁnancial statements, based on our audit. I. Opinion on the consolidated ﬁnancial statements We conducted our audit in accordance with professional standards applicable in France. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated ﬁnancial statements are free of material misstatement. An audit includes examining, using sample testing techniques or other selection methods, evidence supporting the amounts and disclosures in the consolidated ﬁnancial statements. An audit also includes assessing the accounting principles used and signiﬁcant estimates made, as well as evaluating the overall ﬁnancial statement presentation. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. In our opinion, the consolidated ﬁnancial statements give a true and fair view of the assets and liabilities and of the ﬁnancial position of the Group as at December 31, 2011 and of the results of its operations for the year then ended in accordance with the IFRSs as adopted by the European Union. II. Justiﬁcation of our assessments Pursuant to Article L. 823-9 of the French Commercial Code (Code de Commerce) governing the justiﬁcation of our assessments, we bring to your attention the following matters: Notes 1-6 and 1-14 to the consolidated ﬁnancial statements outline the accounting rules and methods relating to the goodwill carrying amount and retirement costs and other employee beneﬁts. Our procedures consisted in verifying the appropriateness of the accounting methods applied, data and assumptions used, documentation provided and resulting valuations. We also satisﬁed ourselves that Notes 10 and 20 provide appropriate disclosure. These assessments were performed as part of our audit approach for the consolidated ﬁnancial statements taken as a whole and contributed to the expression of the opinion in the ﬁrst part of this report. III. Speciﬁc veriﬁcation In accordance with professional standards applicable in France and as required by law, we also veriﬁed the Group information presented in management report. We have no matters to report as to its fair presentation and consistency with the consolidated ﬁnancial statements. Paris and Neuilly-sur-Seine, February 28, 2012 The Statutory Auditors

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 5.3. Statutory financial statements of SOCIÉTÉ BIC (French GAAP) 1. 2. 3. Income statement Balance sheet Cash ﬂow statement 159 160 4. 5. Notes to the Company’s ﬁnancial statements Additional Information on the Company ﬁnancial statements 163 177 162 5 BIC Group - 2011 Registration Document 157

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158 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 1. INCOME STATEMENT (In thousand euros) NOTES 11 DEC. 31, 2009 485,078 1,595 DEC. 31, 2010 531,469 6,529 50,276 588,274 (324,439) (20,303) (148,494) (2,751) (2,089) (10,906) (96) (509,078) 79,196 113,346 (2,817) (21,716) 168,009 DEC. 31, 2011 592,597 5,097 60,065 657,759 (353,446) (17,372) (157,006) (3,800) (1,917) (12,294) (25) (545,860) 111,899 145,132 (2,187) (38,603) 216,241 Net sales Reversal of depreciation and provision, transfer of charges Other revenues Operating revenues Purchases of goods and changes in inventories Purchases of raw materials, other consumables and changes in inventories Other purchases and external charges Taxes and similar payments Payroll costs Depreciations and provisions Other expenses Operating expenses NET OPERATING INCOME NET FINANCIAL INCOME NON-RECURRING INCOME AND EXPENSES Income tax NET INCOME 12 46,186 532,859 (307,361) (15,929) (135,962) (2,345) 13 (1,607) (10,870) (197) (474,271) 58,588 14 15 16 to 18 27,951 4,169 (24,379) 66,329 5 BIC Group - 2011 Registration Document 159

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 2. BALANCE SHEET Assets (in thousand euros) NOTES DEC. 31, 2009 Net DEC. 31, 2010 Net 16,922 1,512 18,434 1,490 1,353 1,961 3,039 1,268 9,111 837,854 94,469 25,032 957,355 984,900 739 8 29,793 30,540 1,436 99,015 87,886 231,576 7,819 826 1,097 460,195 1,445,095 Gross 3,823 74,973 2,070 80,866 1,490 14,190 11,117 9,858 4,239 40,894 881,665 981 50,877 933,523 1,055,283 826 646 26,678 28,150 1,466 111,792 131,015 165,505 4,085 791 1,180 443,984 1,499,267 Deprec., amort. and provisions (3,823) (48,136) (51,959) (12,853) (9,290) (6,863) (2,686) (31,692) (43,322) (43,322) (126,973) (646) (928) (1,574) (1,500) (14,655) (17,729) (144,702) DEC. 31, 2011 Net 26,837 2,070 28,907 1,490 1,337 1,827 2,995 1,553 9,202 838,343 981 50,877 890,201 928,310 826 25,750 26,576 1,466 110,292 116,360 165,505 4,085 791 1,180 426,255 1,354,565 Research and development expenses Patents and similar rights Intangible assets under construction Intangible assets Land Buildings Industrial and technical plants Other tangible assets Fixed assets under construction Tangible assets Equity investments Loans to equity investments Other long-term investments Long-term investments Non-current assets Raw materials and supplies Work-in-process goods Consumables Inventories Advances and prepayments paid Trade receivables and related accounts Other receivables Short-term ﬁnancial investments Cash and cash equivalents Prepaid expenses Unrealized losses from foreign exchange Current assets TOTAL ASSETS 5 8 5, 6 5, 6 7 3, 4 23 5, 6 3 3, 4 91 19,034 2,110 21,235 1,680 922 1,838 3,031 1,169 8,640 839,197 87,598 10,154 936,949 966,824 655 150 23,400 24,205 391 75,108 79,436 368,396 2,086 1,849 3,589 555,060 1,521,884 160 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) Liabilities & Shareholders’ equity BEFORE APPROPRIATION OF EARNINGS (in thousand euros) NOTES DEC. 31, 2009 185,559 34,777 22,410 180,379 340,214 66,329 DEC. 31, 2010 185,991 62,133 22,410 180,379 264,091 168,009 883,013 8,656 8,656 2,907 436,720 439,627 84,549 7,440 7,238 10,215 109,442 4,357 553,426 1,445,095 DEC. 31, 2011 182,941 79,618 22,410 180,379 270,350 216,241 951,939 16,502 16,502 840 279,356 280,196 77,243 17,390 8,529 2,658 105,820 108 386,124 1,354,565 Share capital Share premium, merger contribution Legal reserve General reserve Retained earnings Net income for the year Shareholders’ equity Provisions for contingencies and losses Provisions for contingencies and losses Bank borrowings (Bank overdraft) Other borrowings Financial liabilities Trade payables and related accounts Tax and employee-related liabilities Other liabilities Deferred income Operating liabilities Unrealized gains from foreign exchange Liabilities TOTAL LIABILITIES & SHAREHOLDERS’ EQUITY 5, 6 5 5 5 5 5 9 10 829,668 10,328 10,328 200,192 370,748 570,940 69,179 15,483 5,785 3,684 94,131 16,817 681,888 1,521,884 5 BIC Group - 2011 Registration Document 161

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 3. CASH FLOW STATEMENT (in thousand euros) NOTES DEC. 31, 2009 DEC. 31, 2010 DEC. 31, 2011 Operating activities Net income Dividends received Depreciation and provisions on non-current assets (Gain)/Loss on the disposal of ﬁxed assets Gross cash flow from operating activities (Increase)/Decrease in net current working capital NET CASH FLOW FROM OPERATING ACTIVITIES Investing activities Dividends received from subsidiaries Proceeds from disposals of intangible and tangible assets Purchases of tangible assets Acquisition of intangible assets (Increase)/Decrease in treasury shares Other investing expenses Acquisitions of subsidiaries NET CASH FLOW FROM INVESTING ACTIVITIES Financing activities Dividends paid Loans New intercompany loans Movement in current accounts NET CASH FLOW FROM FINANCING ACTIVITIES Net increase/(decrease) in cash Opening cash and cash equivalents CLOSING CASH AND CASH EQUIVALENTS (65,068) 195,042 2 (47,137) 82,839 215,929 151,504 367,433 (116,552) (195,073) 67,428 (244,197) (132,090) 367,433 235,343 (90,634) (16) 93,488 (196,409) (193,571) (66,589) 235,343 168,754 23-2 14 23,453 977 (919) (3,095) 3,661 (313) (1,431) 22,333 115,938 1,553 (2,130) (1,711) (11,853) 164 (1,033) 100,928 140,558 4,916 (2,030) (14,427) (81,953) 80 (2,244) 44,900 66,329 (23,453) 9,667 (6,060) 46,483 64,274 110,757 168,009 (115,938) 7,576 (1,301) 58,346 (47,167) 11,179 216,241 (140,558) 19,529 (4,103) 91,109 (9,027) 82,082 162 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 4. NOTES TO THE COMPANY’S FINANCIAL STATEMENTS NOTE 1 NOTE 2 MAIN EVENTS ACCOUNTING PRINCIPLES, RULES AND METHODS NON-CURRENT ASSETS DEPRECIATION AND AMORTIZATION 164 NOTE 13 NOTE 14 MANAGEMENT COMPENSATION FINANCIAL INCOME NON-RECURRING INCOME AND EXPENSES INCOME TAX BREAKDOWN TAX GROUPING MAIN INCREASES/DECREASES IN THE DEFERRED TAX BASIS OFF-BALANCE SHEET FINANCIAL INSTRUMENTS COMMITMENTS SHARE MARKET PRICE STOCK OPTION PLANS EQUITY INVESTMENTS 170 170 170 171 171 164 NOTE 15 NOTE 3 NOTE 4 NOTE 5 NOTE 6 NOTE 7 NOTE 8 NOTE 9 NOTE 10 NOTE 11 NOTE 12 165 NOTE 16 166 NOTE 17 MATURED ASSETS AND LIABILITIES ANALYSIS 166 NOTE 18 AFFILIATES’ INFORMATION SHORT-TERM FINANCIAL INVESTMENTS TRANSLATION ADJUSTMENTS SHARELHOLDERS’ EQUITY PROVISIONS NET SALES BREAKDOWN OTHER REVENUES 167 167 167 NOTE 20 NOTE 19 171 172 173 173 174 175 168 NOTE 21 169 NOTE 22 169 NOTE 23 170 5 BIC Group - 2011 Registration Document 163

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 1 MAIN EVENTS None. NOTE 2 ACCOUNTING PRINCIPLES, RULES AND METHODS The ﬁnancial statements are prepared according to French accounting regulations applicable for the year ended December 31, 2011. They have been drawn up according to the basic accounting principles of: c) Fixed assets valuation At year end, SOCIÉTÉ BIC checks the existence of internal or external indicators that could lead to a change in the net realizable value of its assets. When the carrying amount of ﬁxed assets exceeds the net realizable value of the asset, an impairment charge is recorded. • • • going concern; consistency; appropriate cut-off. The items presented in the accounts are valued on a historical cost basis. The main accounting rules and methods adopted are the following: d) Long-term investments Long-term investments are recorded at the value they were brought into assets. An impairment is booked when the current value of an investment is less than its purchase cost. The current value is determined in reference to Shareholders’ equity of the relevant investment, adjusted to take into consideration the importance of the Company to the Group and its development and proﬁt perspectives. In addition, BIC shares purchased following the Article L. 225-209 of the French Commercial Code (Code de commerce), not intended exclusively for stock option plans or in order to regulate the stock market price, are recorded within long-term investments. Treasury shares are valued at purchase cost and an impairment is booked at year-end when the probable trading value (based on the average shares market price during the last month of the ﬁscal year or the exercise price of the options for which they were purchased) is less than purchase cost. Loans in foreign currency are translated at the closing exchange rate. a) Intangible assets Research and development expenditures are capitalized when major applied research and development projects in progress (above 500,000 euros) can be clearly deﬁned, costs separately identiﬁed and reliably measured, and the project has a signiﬁcant chance of commercial proﬁtability. Capitalized research and development expenditures are depreciated on a straight-line basis over a period of three to ﬁve years from the commencement of production. Research and development expenditures that do not meet these criteria are expensed in the ﬁscal year. Patents and technical processes are amortized over their period of protection or use. Softwares are depreciated on a straight-line basis over a period of three to ﬁve years. b) Property, plant and equipment Property, plant and equipment are valued at their purchase price or production cost. Depreciation is calculated on a straight-line basis over periods depending on the asset type: Buildings Fixtures and ﬁttings Industrial plant, machinery and ﬁttings Vehicles Office and IT equipment, furniture 25 years 8 to 10 years 2 to 8 years 3 to 4 years 3 to 8 years e) Inventory and work-in-process Consumables are valued at purchase cost, including incidental expenses, in accordance with the weighted-average cost method. Inventory provisions are booked, when necessary, to reduce inventory value to the market value. f) Receivables and payables Receivables and payables are recorded at nominal value. Receivables are written down by way of provision, when appropriate, to take into consideration recovery risks. Foreign currency denominated receivables and payables are translated at the official closing exchange rate. 164 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) Unrealized losses on foreign exchange are booked as assets with a related provision for foreign exchange risk. Unrealized proﬁts on foreign exchange are booked as liabilities. Proﬁt and loss on foreign exchange for current account are directly impacting the proﬁt and loss account without any effects on assets and liabilities. stock market price during the last month of the ﬁscal year or the exercise price of the options for which they were purchased) is less than purchase cost. h) Provisions for contingencies and losses Provisions for contingencies and losses are liabilities for which maturity or amounts are not valuated precisely. Provisions for contingencies and losses are calculated with the best estimation of needed funds to close the liability. g) Financial investments Financial investments are composed of investments in transferable securities, and BIC shares bought back according to Article L. 225-209 of the French Commercial Code (Code de commerce). Treasury shares are valued at purchase cost. An impairment provision is booked at year-end when the probable trading value (based on the average i) Borrowings Borrowings in foreign currency are translated at the official closing exchange rate. D NOTES TO THE BALANCE SHEET NOTE 3 NON-CURRENT ASSETS (in thousand euros) GROSS VALUE AS OF DEC. 31, 2010 3,823 62,617 66,440 1,490 13,891 10,170 10,451 3,765 39,767 880,234 94,469 24,176 856 999,735 ADDITIONS 14,631 14,631 299 947 309 1,426 2,981 2,244 61 102,521 104,826 DISPOSALS (205) (205) (902) (952) (1,854) (813) (93,549) (76,595) (81) (171,038) GROSS VALUE AS OF DEC. 31, 2011 3,823 77,043 80,866 1,490 14,190 11,117 9,858 4,239 40,894 881,665 981 50,102 775 933,523 Research and development expenses Other intangible assets INTANGIBLE ASSETS Land Buildings Industrial and technical plants Other tangible assets Fixed assets under construction TANGIBLE ASSETS Equity Investments (a) Loans to equity investments (b) BIC Shares (c) Loans and other long-term investments TOTAL LONG-TERM INVESTMENTS 5 (a) Equity Investments are detailed in Note 23. (b) Includes the loan to BIC CORPORATION USA, 125 million U.S. dollars for the acquisition of Norwood Promotional Products reimbursed during the year. (c) These refers to 817,231 shares for the free share plans and 577 shares related to the liquidity’s contract. BIC Group - 2011 Registration Document 165

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 4 DEPRECIATION AND AMORTIZATION (in thousand euros) DEPREC. AND AMORT. AS OF DEC. 31, 2010 3,823 41,637 45,460 12,538 8,209 7,412 28,159 CHARGE FOR THE YEAR 3,953 3,953 315 1,081 353 1,749 RELEASE DURING THE YEAR (902) (902) DEPREC. AND AMORT. AS OF DEC. 31, 2011 3,823 45,590 49,413 12,853 9,290 6,863 29,006 Research and development expenses Other intangible assets TOTAL INTANGIBLE ASSETS Buildings Industrial and technical plants Other tangible assets TOTAL TANGIBLE ASSETS NOTE 5 MATURED ASSETS AND LIABILITIES ANALYSIS ASSETS (in thousand euros) GROSS 981 50,877 111,792 131,015 791 295,456 WITHIN ONE YEAR 50,877 111,792 131,015 791 294,475 MORE THAN ONE YEAR 981 981 NOTES RECEIVABLES 4,100 4,100 INCL. ASSOC. UNDERTAKINGS 981 77,682 111,023 189,686 Loans to equity investments Other long-term investments Trade receivables and related accounts Other receivables Prepayments TOTAL LIABILITIES (in thousand euros) GROSS 840 279,356 77,243 17,390 8,529 2,658 386,016 WITHIN ONE YEAR 840 279,356 77,243 17,390 8,529 2,658 386,016 MORE THAN ONE YEAR - NOTES PAYABLES - INCL. ASSOC. UNDERTAKINGS 279,356 30,643 2,436 2,658 315,093 Bank borrowings Other borrowings Trade payables and related accounts Tax and employee-related liabilities Other liabilities Deferred Income TOTAL 166 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 6 AFFILIATES’ INFORMATION GROSS VALUE (in thousand euros) DEC. 31, 2011 Assets Equity investments Other long-term investments Trade receivables and related accounts Other receivables Liabilities Other long-term loan and investments Trade payables and related accounts Other debts Deferred income 279,356 30,643 2,436 2,658 881,665 981 77,682 111,023 NOTE 7 SHORT-TERM FINANCIAL INVESTMENTS GROSS VALUE (in thousand euros) DEC. 31, 2011 165,505 165,505 Short-term investment securities (a) TOTAL (a) These are low-risk short term securities. NOTE 8 TRANSLATION ADJUSTMENTS Unrealized losses on foreign exchange are recorded as a provision for contingencies and losses (1,180 thousand euros). 5 BIC Group - 2011 Registration Document 167

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 9 SHARELHOLDERS’ EQUITY 9.1 Share capital The share capital is 182,941,404.40 euros divided into 47,890,420 shares of 3.82 euros each. The registered shares held for more than two years carry double voting rights. To the knowledge of the Company, as of December 31, 2011, shareholders known to hold more than 5%, 10%, 15%, 20%, 25%, 33.33%, 50%, 66.66%, 90% or 95% of the share capital and/or of the voting rights of the Company were as follows: % OF VOTING RIGHTS (approx.) 35.99 % 21.48 % % OF SHARES (approx.) SOCIETE M.B.D. Bich Family 26.24 % 17.10 % As of December 31, 2011, SOCIÉTÉ BIC held 817,808 BIC shares classiﬁed as long-term investments (817,231 shares for the free share plans and 577 shares related to the liquidity contract). 9.2 Movements in Shareholders’ equity (in thousand euros) Shareholders’ equity as of December 31, 2010 (before appropriation) Dividend distribution with respect to ﬁscal year 2010 Shareholders’ equity as of December 31, 2010 (after appropriation) Increase in share capital (a) 883,013 90,634 792,379 1,587 (4,636) 17,485 Decrease in share capital (b) Share premium (a) Retained earnings (b) (71,117) 216,241 951,939 Net income for the year Shareholders’ equity as of December 31, 2011 (before appropriation) (a) The increase in share capital relates to 415,357 subscription options exercised during 2011. (b) During the year 2011, SOCIÉTÉ BIC cancelled 1,213,559 shares. Following this operation, the issued capital is 47,890,420 shares with a nominal value of 3.82 euros. 168 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 10 PROVISIONS (in thousand euros) DEC. 31, 2010 1,128 1,454 2,578 920 1,396 1,181 CHARGE FOR THE YEAR 400 7,600 1,180 61 3,827 792 RELEASE DURING THE YEAR (USED) (2,578) (493) (39) RELEASE DURING THE YEAR (NOT USED) (410) (1,200) (903) (392) DEC. 31, 2011 718 654 7,600 1,180 981 3,827 1,542 Risk Iran Risk affiliates Risk integrated affiliates Foreign exchange losses Sheaffer (Hong Kong) Co. Ltd. Hedging of shares grants Other provisions for contingencies PROVISIONS FOR CONTINGENCIES AND LOSSES 8,657 13,860 (3,110) (2,905) 16,502 (in thousand euros) DEC. 31, 2010 5,042 42,380 646 1,138 1,845 11,203 62,254 CHARGE FOR THE YEAR 208 942 928 1,500 3,452 7,030 RELEASE DURING THE YEAR (19) (1,138) (1,845) (3,002) DEC. 31, 2011 5,231 43,322 646 928 1,500 14,655 66,282 Tangible assets Investments Work-in-process goods Consumables Trade receivables Other trade receivables PROVISIONS FOR DEPRECIATION D NOTES TO THE INCOME STATEMENT NOTE 11 NET SALES BREAKDOWN The net sales can be analyzed as follows: DEC. 31, 2009 France Stationery consumer Lighters Shavers Other consumer TOTAL 93,775 16,427 21,115 356 131,673 Export 166,320 120,884 55,614 10,587 353,405 Total 260,095 137,311 76,729 10,943 485,078 France 94,262 17,098 21,493 591 133,444 DEC. 31, 2010 Export 194,846 134,777 62,862 5,540 398,025 Total 289,108 151,875 84,355 6,131 531,469 France 99,575 19,014 23,262 996 142,847 DEC. 31, 2011 Export 208,925 163,022 64,075 13,728 449,750 Total 308,500 182,036 87,337 14,724 592,597 5 (in thousand euros) BIC Group - 2011 Registration Document 169

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 12 OTHER REVENUES Other revenues are mainly composed of royalties (29,606 thousand euros) and management fees (30,114 thousand euros) invoiced to affiliates. NOTE 13 MANAGEMENT COMPENSATION (in thousand euros) DEC. 31, 2010 243 1,327 DEC. 31, 2011 270 1,406 Administrative bodies Management bodies SOCIÉTÉ BIC has no salaried employees as of December 31, 2011. Two members of the Management bodies have the same additional retirement plan (deﬁned beneﬁts plan) as the BIC Group subsidiaries’ managers in France. NOTE 14 FINANCIAL INCOME Net ﬁnancial income amounts to 145,132 thousand euros and is detailed as follows: DEC. 31, 2009 23,453 2,682 2,247 3,243 (3,674) 27,951 DEC. 31, 2010 115,938 4,326 (1,126) 906 (6,698) 113,346 DEC. 31, 2011 140,558 2,617 (3,396) 4,720 633 145,132 (in thousand euros) Dividends received Interest income Net reversal of provisions Foreign exchange gain and loss Other FINANCIAL INCOME NOTE 15 NON-RECURRING INCOME AND EXPENSES The non-recurring income and expenses breakdown as follows: DEC. 31, 2009 39 6,056 2,272 (3,000) (552) 776 (1,422) 4,169 DEC. 31, 2010 1,301 (1,251) (3,700) 211 622 (2,817) DEC. 31, 2011 4,103 (6,861) 217 (350) 704 (2,187) (in thousand euros) Capital gains/(losses) on asset disposals Capital gains/(losses) on investment disposals Provision for contingencies (net of reversal) Subsidy granted Debt waiver Other tax impact Compensation for contract breaking Other NON-RECURRING INCOME AND EXPENSES 170 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 16 INCOME TAX BREAKDOWN (in thousand euros) NET INCOME BEFORE TAX 257,031 (2,187) 254,844 TAX CHARGES (38,741) 138 (38,603) NET INCOME AFTER TAX 218,290 (2,049) 216,241 Income before tax and non recurring operations Non-recurring income and expenses TOTAL NOTE 17 TAX GROUPING SOCIÉTÉ BIC is the parent company of the tax Group composed of the following companies as of December 31, 2011: BIC Sport, BIMA 83, BIC Écriture 2000, BIC Services, Conté, Société Immobilière BIC Clichy, Société Immobilière Valiton Gesnouin, BIC Rasoirs, Société du Briquet Jetable 75, BIC Graphic France, BIC Assemblage, BIC Technologies, Compagnie de Moulages, DAPE 74 Distribution, Stypen, BIC Clichy and Electro-Centre. As parent company, SOCIÉTÉ BIC books in its accounts the gain or loss related to the effects of the tax consolidation. For this purpose, the gain recorded by SOCIÉTÉ BIC in 2011 amounts to 2,139,587 euros. NOTE 18 MAIN INCREASES/DECREASES IN THE DEFERRED TAX BASIS (in thousand euros) DEC. 31, 2011 1,052 2,600 461 382 928 741 2,702 2,421 208 11,495 (4,150) Organic Provision on current accounts Provision for contingencies Provision on trade receivables Provision on inventories Foreign exchange losses Financial investments Provision on free shares Other TOTAL Decrease in deferred tax liabilities 5 BIC Group - 2011 Registration Document 171

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) D NOTES TO THE OFF-BALANCE SHEET COMMITMENTS NOTE 19 OFF-BALANCE SHEET FINANCIAL INSTRUMENTS The following are SOCIÉTÉ BIC’s main off-balance sheet ﬁnancial instruments: 19.1 Currency derivatives Hedge nominals different from euro are converted to euro as of December 31, 2011 closing rates. The mark-to-market of the hedges is computed according to international banking standards in terms of inputs (spot, yield curve, volatility curve) and pricing models. Forward portfolio detail: HEDGING SUPPORT Commercial Flows 2012 Commercial Flows 2013 Commercial Flows 2014 Commercial Flows 2015 Loans/Borrowings TOTAL NOMINAL (euros) 253,518,185 7,775,688 3,254,021 1,751,850 39,196,786 305,496,530 MARK TO MARKET (euros) (7,213,449) 39,932 66,423 69,787 32,933 (7,004,374) INSTRUMENT Forward Forward Forward Forward Forward, Swap Options portfolio detail: HEDGING SUPPORT Commercial Flows 2012 Commercial Flows 2013 TOTAL NOMINAL (euros) 19,021,302 5,832,011 24,853,313 MARK TO MARKET (euros) (1,379,971) (60,717) (1,440,688) INSTRUMENT Option Option As of December 31, 2011, SOCIÉTÉ BIC contracted: 19.2 Interest rate derivatives As of December 31, 2011, SOCIÉTÉ BIC no longer has Interest Rate Derivatives in Portfolio. All local funding needs are directly indexed on a short-term variable rate. Borrowers’ positions are insigniﬁcant at Group level, and are of a too limited timescale to require any hedging. • derivatives contracts (forward and options) maturing in 2012, 2013, 2014 and 2015 for an equivalent of 291.2 million euros. These contracts hedge, on a basis of forecasted cash ﬂow, the Group foreign currency transaction risks. The foreign currency transactions are denominated in U.S. dollar, British pound, Canadian dollar, Australian dollar, New Zealand dollar, Japanese yen, Swiss franc, Polish zloty and Romania Leu. The fair market value of these contracts is 8.48 million euros negative; foreign currency swaps for an equivalent of 39.2 million euros, in connection with the inter company debt and deposit. The fair market value of these contracts is positive for 32,933 euros. • For the year 2012, the foreign currency exposure transaction is hedged with a ratio above 80%. 172 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 20 COMMITMENTS 20.1 Guarantees The following schedule summarizes the off-balance sheet avals and guarantees for SOCIÉTÉ BIC. All signiﬁcant items are disclosed in this schedule. No other security for assets or registered shares is to be reported. Guarantee issued: FALL DUE (in thousand euros) DEC. 31, 2011 > 5 YEARS 15,558 15,558 15,558 15,558 DEC. 31, 2010 DEC. 31, 2009 < 1 YEAR - 1 TO 5 YEARS - Securities for credit lines Trade guarantees Lease guarantees Endorsements and guarantees Other guarantees TOTAL 13,334 13,334 10 541 14,197 14,748 Guarantee received: FALL DUE (in thousand euros) DEC. 31, 2011 > 5 YEARS 2,316 75 2,391 DEC. 31, 2010 DEC. 31, 2009 < 1 YEAR 2,316 75 2,391 1 TO 5 YEARS - Securities for credit lines Trade guarantees Lease guarantees Endorsements and guarantees Other guarantees TOTAL 599 75 674 75 75 20.2 Pensions obligations (in thousand euros) DEC. 31, 2011 11,252 (5,837) (379) 5,036 Present value of pension obligation Fair value of plan assets Unrecognized past services cost NET PENSION LIABILITY 5 D OTHER INFORMATION NOTE 21 SHARE MARKET PRICE (in euros) DEC. 31, 2010 64.32 DEC. 31, 2011 68.50 BIC shares BIC Group - 2011 Registration Document 173

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 22 STOCK OPTION PLANS As part of a policy recommended by the Compensation and Nomination Committee, the Board has decided not to award stock options in 2011 and set up a policy of free share grants. Some 500 executives receiving stock options on the basis of their position in the Company (eligible) will receive three-year performance-based free share grants. To replace the stock option programs rewarding staff selected by Management and key contributors of the year, free share grants without performance condition will be awarded. PLAN N°5 Annual Shareholders’ Meeting date Board of Directors’ Meeting date Number of beneﬁciaries Number of options available for subscription • Among which, options granted to the current members of the leadership Management team as of December 31, 2011 Date from which options may be exercised Option expiration date Exercise price (euros) (a) PLAN N°6 May 28, 2003 Dec. 17, 2003 555 377,550 56,500 Dec. 18, 2006 Dec. 16, 2013 36.96 267,907 66,750 42,893 PLAN N°7 May 28, 2003 Dec. 15,2004 563 370,450 46,650 Dec. 16,2007 Dec. 14,2014 36.76 250,212 73,000 47,238 PLAN N°8 May 28, 2003 Dec. 14, 2005 575 427,850 48,650 Dec. 15, 2008 Dec. 13, 2015 50.01 243,000 74,500 110,350 May 12, 1998 Dec. 10, 2002 564 375,000 44,000 Dec. 11, 2005 Dec. 9, 2012 30.93 286,740 66,810 21,450 Number of options exercised as of Dec. 31, 2011 Number of void options as of Dec. 31, 2011 Number of remaining options as of Dec. 31, 2011 PLAN N°9 Annual Shareholders’ Meeting date Board of Directors’ Meeting date Number of beneﬁciaries Number of options available for subscription • Among which, options granted to the current members of the leadership Management team as of December 31, 2011 Date from which options may be exercised Option expiring date Exercise price (euros) (a) PLAN N°10 May 24, 2006 Dec. 11, 2007 633 440,500 43,500 Dec. 12, 2010 Dec. 10, 2015 49.62 193,427 30,550 216,523 PLAN N°11 May 21, 2008 Dec. 10, 2008 613 371,400 Dec. 11, 2011 Dec. 9, 2016 40.18 104,900 20,700 245,800 PLAN N°12 May 21, 2008 Dec. 15, 2009 602 360,000 Dec. 16, 2012 Dec. 14, 2017 47.99 200 13,650 346,150 PLAN N°12 May 12, 2010 Dec. 16, 2010 643 382,950 Dec. 17, 2013 Dec. 15, 2018 63.71 10,000 372,950 May 24, 2006 Dec. 13, 2006 567 398,500 40,650 Dec. 14, 2009 Dec. 12, 2014 52.35 215,631 51,750 131,119 Number of options exercised as of Dec. 31, 2011 Number of void options as of Dec. 31, 2011 Number of remaining options as of Dec. 31, 2011 (a) No discount on the exercise price. Bruno and François Bich were not issued any options under the above stock option plans. 174 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) NOTE 23 EQUITY INVESTMENTS 23.1 Subsidiaries and equity interests NUMBER OF SHARES S: SHARES P: PARTS I - French Subsidiaries BIC Assemblage SARL BIC Clichy SAS DAPE 74 Distribution SASU Sub-total I II - Foreign subsidiaries BIC Erzeugnisse GmbH - Germany BIC Verwaltungs GmbH - Germany BIC GmbH - Germany BIC Portugal SA - Portugal BIC Slovakia SRO - Slovakia BIC INTERNATIONAL Co. - USA BIC Brasil SA - Brazil Sheaffer (Hong-Kong) Co. Ltd. - China BIC Stationery (Shanghai) Co. Ltd. - China BIC Stationery (Shanghai) Manufacturing Co. Ltd. - China BIC Product (Singapore) Pte. Ltd. - Singapore BIC Product (Asia) Pte. Ltd. - Singapore BIC India Pvt. Ltd. - India Ball Point Manufacturing Co. - Iran BIC Product (Korea) Ltd. - South Korea BIC Product (Thailand) Ltd. - Thailand PT Buana Inti Cakrawala - Indonesia Mondial Sdn. Bhd. - Malaysia BIC GBA Sdn. Bhd. - Malaysia Sub-total II III- Participating interests BIC Technologies SA - France BIC Amazonia SA - Brazil BIC Holdings South Africa Pty. Ltd. - South Africa BIC Argentina - Argentina BMT 11 - Tunisia BIC PERU - Peru BIC Pazarlama Ltd, Sti - Turkey BIC Iberia SA - Spain Sub-total III TOTAL 1 60,013,003 41,860 750 1 5 2 S S S P S P S 29% 5% 5% 1% 1% 4,948,857 1,522,934 450,500 100 4,349 345 6,927,085 7,440,988 256,383,000 8,372 15,000 200,000 5,000,000 8,785,500 12,333,391 EUR BRL RAN ARS EUR PEN TRY EUR 2 2 1 464,675 1 100 300,661,464 7,800,000 297,000 5,627,602 8,087,395 90 345,320 1,713,993 289,999 1,140,000 1,257,400 P P P S P S S P S S S S S S S S S S S 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 99% 100% 100% 45% 100% 100% 100% 30% 100% 4 35 3,524,586 12,600,000 1 13,617,043 2,487,028 2,411,898 441,435 339,901 981,439 664,700 50,000 25,600 2,323,575 15,574,255 1 183,403,495 7,800,000 5,408,000 3,300,000 300,000 5,627,602 80,873,960 16,000,000 1,726,600,000 171,400,000 29,000,000,000 3,800,000 1,260,000 EUR EUR EUR EUR EUR USD BRL HKD USD USD SGD SGD RPS IRR KRW BHT IDR MYR MYR 1,000 52,059,469 70,000 P S S 100% 99% 100% 15,245 795,468,690 510,000 795,993,935 15,240 795,469,068 1,070,000 EUR EUR EUR % OF INTEREST NET BOOK VALUE NET LOANS COMMON STOCK CURRENCY 35,421,931 981,439 5 838,342,951 981,439 Net sales, net income and Shareholder’s equity other than common share of subsidiaries are not provided for commercial and industrial strategic reasons. BIC Group - 2011 Registration Document 175

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 23.2 Analysis of movements in equity investments (in thousand euros) Equity investments (net) as of December 31, 2010 Acquisitions, stock issues, creations and disposals in 2011 Share capital increase of BIC Stationery (Shanghai) Co. Ltd. - China Transfer of investments to BIC Clichy SAS Others (Charges to)/Releases of provisions in 2011 DAPE 74 Distribution SASU BIC Product (Korea) Ltd. - South Korea BIC Product (Thailand) Ltd. - Thailand Equity investments (net) as of December 31, 2011 837,854 2,240 (813) 3 (400) (42) (500) 838,342 176 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory ﬁnancial statements of SOCIÉTÉ BIC (French GAAP) 5. ADDITIONAL INFORMATION ON THE COMPANY FINANCIAL STATEMENTS 1/ Five-year ﬁnancial summary (in euros) DEC. 31, 2007 DEC. 31, 2008 DEC. 31, 2009 DEC. 31, 2010 DEC. 31, 2011 1 - Shareholders’ equity at year end Share capital Number of shares outstanding Number of bonds convertible into shares 2 - Net results Net sales Net income before tax, deprec., amort. and provisions Income tax Net income after tax, deprec., amort. and provisions Dividend distribution (a) 3 - Per share data Net income after tax, but before deprec., amort. and provisions Net income after tax, deprec., amort. and provisions Dividend per share 4 - Payroll Non-salaried staff Total payroll Social welfare beneﬁts (social security, social works) 3 1,169,394 816,061 3 1,210,153 416,566 3 1,148,533 458,407 3 1,454,544 634,945 3 1,355,399 562,015 1.65 1.45 1.35 1.50 1.26 1.35 1.45 1.37 2.40 3.56 3.45 1.90 4.88 4.52 4.00 545,317,809 114,201,645 32,483,128 71,839,855 65,495,232 492,374,171 85,028,025 11,994,711 61,194,106 65,068,457 485,077,986 94,686,829 24,378,992 66,328,834 116,552,261 531,469,006 195,173,286 21,716,406 168,009,124 91,676,617 592,596,618 272,420,210 38,603,086 216,240,834 90,634,186 188,621,664 49,377,399 185,484,038 48,556,031 185,559,277 48,575,727 185,990,536 48,688,622 182,941,404 47,890,420 - (a) Applicable to the issued number of shares (treasury shares deducted) as of December 31, 2011. The ﬁnal amount will depend on the number of shares entitled to dividend the day of payment. 2/ Law on Modernization of the Economy (LME) SOCIÉTÉ BIC applies the new law related to the suppliers’ payment terms. The Company opted for the payment of invoices with a due date of 60 days. TOTAL CURRENT 30 days Dec. 31, 2011 Dec. 31, 2010 36,928 49,618 34,563 46,927 1,104 934 OVERDUE 60 days 163 838 >60 days 1,098 919 (in thousand euros) 5 BIC Group - 2011 Registration Document 177

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5 - Financial statements Statutory Auditors’ report on the ﬁnancial statements 5.4. Statutory Auditors’ report on the financial statements D FOR THE YEAR ENDED DECEMBER 31, 2011 This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking users. The Statutory Auditors’ report includes information speciﬁcally required by French law in such reports, whether modiﬁed or not. This information is presented below the opinion on the Company ﬁnancial statements and includes an explanatory paragraph discussing the auditors’ assessments of certain signiﬁcant accounting and auditing matters. These assessments were considered for the purpose of issuing an audit opinion on the Company ﬁnancial statements taken as a whole and not to provide separate assurance on individual account captions or on information taken outside of the Company ﬁnancial statements. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France. To the Shareholders, In accordance with our appointment as Statutory Auditors at your Annual General Meeting, we hereby report to you for the year ended December 31, 2011 on: • • • the audit of the accompanying ﬁnancial statements of SOCIÉTÉ BIC, the justiﬁcation of our assessments, the speciﬁc procedures and disclosures required by law. These ﬁnancial statements have been approved by the Board of Directors. Our role is to express an opinion on these ﬁnancial statements, based on our audit. I. Opinion on the ﬁnancial statements We conducted our audit in accordance with professional standards applicable in France. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the ﬁnancial statements are free of material misstatement. An audit includes examining, using sample testing techniques or other selection methods, evidence supporting the amounts and disclosures in the ﬁnancial statements. An audit also includes assessing the accounting principles used and signiﬁcant estimates made by management, as well as evaluating the overall ﬁnancial statement presentation. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. In our opinion, the ﬁnancial statements give a true and fair view of the ﬁnancial position and the assets and liabilities of the Company as of December 31, 2011 and the results of its operations for the year then ended in accordance with accounting principles generally accepted in France. II. Justiﬁcation of our assessments Pursuant to Article L. 823-9 of the French Commercial Code (Code de Commerce) governing the justiﬁcation of our assessments, we bring to your attention the following matters: Note 2 d) to the ﬁnancial statements presents the accounting rules and methods adopted with respect to the valuation of long-term investments. We veriﬁed the appropriateness of these accounting methods and, where necessary, the consistency of values in use attributed to equity investments with the values adopted for the preparation of the consolidated ﬁnancial statements. These assessments were performed as part of our audit approach for the ﬁnancial statements taken as a whole and contributed to the expression of the opinion in the ﬁrst part of this report. 178 BIC Group - 2011 Registration Document

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5 - Financial statements Statutory Auditors’ report on the ﬁnancial statements III. Speciﬁc procedures and disclosures We have also performed the other procedures required by law, in accordance with professional standards applicable in France. We have no matters to report as to the fair presentation and consistency with the ﬁnancial statements of the information given in the Board of Directors’ report and in the documents addressed to shareholders with respect to the ﬁnancial position and the ﬁnancial statements. Concerning the information given in accordance with the requirements of Article L. 225-102-1 of the French Commercial Code relating to remunerations and beneﬁts received by the Corporate Officers and any other commitments made in their favor, we have veriﬁed its consistency with the ﬁnancial statements, or with the underlying information used to prepare these ﬁnancial statements and, where applicable, with the information obtained by your Company from companies controlling your Company or controlled by it. Based on this work, we attest that this information is accurate and fair. Pursuant to the law, we have veriﬁed that the Board of Directors’ report contains the appropriate disclosures as to the identity of and percentage interests and votes held by shareholders .Paris and Neuilly-sur-Seine, February 28, 2012 The Statutory Auditors Grant Thornton French Member of Grant Thornton International Gilles HENGOAT Jean-François VIAT Deloitte & Associés 5 BIC Group - 2011 Registration Document 179

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5 - Financial statements Statutory Auditors’ special report on regulated agreements and commitments with third parties 5.5. Statutory Auditors’ special report on regulated agreements and commitments with third parties D FOR THE YEAR ENDED DECEMBER 31, 2011 This is a free translation into English of the Statutory Auditors’ special report on regulated agreements and commitments with third parties that is issued in the French language and is provided solely for the convenience of English speaking readers. This report on regulated agreements and commitments should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France. It should be understood that the agreements reported on are only those provided by the French Commercial Code and that the report does not apply to those related party transactions described in IAS 24 or other equivalent accounting standards. To the Shareholders, In our capacity as Statutory Auditors of your Company, we hereby report to you on regulated agreements and commitments with related parties. The terms of our engagement do not require us to identify such agreements and commitments, if any, but to communicate to you, based on information provided to us, the principal terms and conditions of those agreements and commitments brought to our attention, without expressing an opinion on their usefulness and appropriateness. It is your responsibility, pursuant to Article R. 225-31 of the French Commercial Code, to assess the interest involved in respect of the conclusion of these agreements for the purpose of approving them. In addition, we are required, where applicable, to inform you in accordance with Article R. 225-31 of the French commercial code (Code de Commerce) concerning the implementation, during the year, of the agreements and commitments already approved by the General Meeting of Shareholders. We conducted our procedures in accordance with the professional guidelines of the French National Institute of Statutory Auditors (Compagnie nationale des Commissaires aux Comptes) relating to this engagement. Those procedures consisted in verifying the information provided to us with the relevant source documents. Agreements and commitments submitted to the Shareholders’ Meeting Agreements and commitments authorized during the year We hereby inform you that no agreement or commitment entered into during the year to which Article L.225-38 of the French Commercial Code would be applicable has been brought to our attention. Agreements and commitments already approved by the Shareholders’ Meeting Agreements and commitments authorized during previous years and having continuing effect during the year In addition, pursuant to the French Commercial Code, we have been advised that the following agreement authorized in previous years has had continuing effect during 2009. “Top-up” retirement plan On May 19, 2005, the Board of Directors authorized the adoption of a “top-up” retirement plan (to replace the plan set up in 1986). The beneﬁciaries are grade 6 Senior Executives and Corporate Officers of BIC in France, who are also members of the Group’s Executive Committee and who will end their career with the Group. The amount of their retirement will be equal to 1.25% of the ﬁnal remuneration, the average remuneration of the last three years of service, per year of participation in the plan, subject to a maximum of 20 years, representing a maximum pension of 25% of the ﬁnal remuneration. Paris and Neuilly-sur-Seine, February 28, 2012 The Statutory Auditors Grant Thornton French Member of Grant Thornton International Gilles HENGOAT Jean-François VIAT Deloitte & Associés 180 BIC Group - 2011 Registration Document

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6 INFORMATION ABOUT THE ISSUER 6.1. Information on the Company 6.2. Share capital 6.3. Shareholding 182 184 6.5. Investor relations 187 6.6. Share information 191 190 6.4. Owned shares and share buy-back 189 BIC Group - 2011 Registration Document 181

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6 - Information about the issuer Information on the Company 6.1. Information on the Company D HISTORY AND DEVELOPMENT OF THE ISSUER D MEMORANDUM AND ARTICLES OF INCORPORATION The Memorandum and articles of incorporation can be consulted at the headquarters of the Company as well as on its internet website www.bicworld.com (see Regulated information). Legal and commercial name of the issuer Legal name: SOCIÉTÉ BIC Commercial name: BIC Issuer’s object and purpose Place of registration of the issuer and registration number Place of registration: Nanterre Registration number: 552 008 443 APE code: 7010Z – Registered offices activities 3299Z – Other manufacturing activities Extract from the articles of incorporation (article 3) – “Object” “The Company’s object, in all countries, is the purchase, sale, commissioning, brokerage, representation, importing and exporting of all products, and in particular of all which is used for writing. And generally speaking all personal, real estate, ﬁnancial, industrial or commercial operations pertaining directly or indirectly to the foregoing object or to all similar or related products or to products apt to further the extension or development thereof. The Company may carry out all operations falling within its object, either alone and for its own account, or for the account of third parties, as representative, licensee or intermediary, for the commissioning, brokerage, subcontracting, as lessee, farmer, manager, or in a joint venture or partnership, in any form whatsoever.” Date of incorporation and length of life of the issuer Date of incorporation: March 3, 1953 Date of expiration: March 2, 2052, unless an Extraordinary Shareholders’ Meeting decides to wind up the Company or to extend it. Members of the administrative and management bodies See – Corporate Governance - § 3.1. Mandates of the Directors and the Corporate Officers as of December 31, 2011. Domicile and legal form of the issuer Domicile: 14, rue Jeanne d’Asnières – 92110 Clichy – France Phone number: 33 (0)1 45 19 52 00 Legal form and legislation governing the issuer: Limited Company (société anonyme) governed by French law and in particular by the French Commercial Code. Rights, preferences and restrictions attached to each class of the existing shares Double voting rights Extract from the articles of incorporation (article 15) – “Shareholders’ Meeting” (This article was introduced in the articles of incorporation at the Extraordinary Shareholders’ Meeting of June 26, 1972) “A voting right which is double the right conferred on the other shares, in light of the portion of the share capital they represent, is attributed to all the fully paid-up shares for which proof is provided of a nominative registration for at least two years in the name of the same shareholder. Any share converted to a bearer share or the ownership of which is transferred loses the aforementioned double voting right. Nonetheless, a transfer following death, the liquidation of the community estate of two spouses or a donation among the living in favor of a spouse or a relative entitled to inherit does not cause the loss of the right acquired and does not interrupt the two-year period referred to above. Signiﬁcant change in the issuer’s ﬁnancial or trading position No signiﬁcant event has occurred since the end of the last ﬁnancial period. Important events in the development of the issuer business No event to report apart from those mentioned in the Group Presentation - § 1.4. History. 182 BIC Group - 2011 Registration Document

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6 - Information about the issuer Information on the Company Furthermore, in the event of a capital increase, through the incorporation of reserves, proﬁts or share premiums, the double voting right may be conferred, at the time of issue, upon the nominative shares allotted to a shareholder at no charge due to former shares for which he enjoys this right.” Provision that would have an effect of delaying, deferring or preventing a change in control of the issuer See § 6.3 Shareholding. Indivisibility of the shares Extract from the articles of incorporation (article 8 ter) – “Indivisibility of the shares” (This article was introduced into the articles of incorporation at the Extraordinary Shareholders’ Meeting of September 6, 2006) 1. “The shares are indivisible vis-à-vis the Company. Joint owners of shares are represented at Annual Shareholders’ Meetings by one of them or by a joint representative of their choice. If they are unable to agree, a representative will be appointed by the Presiding Judge of the Commercial Court, ruling in chambers (“référé”), at the request of the most diligent co-owner. 2. If the shares are burdened with a right of usufruct, the entry in the books recording their registration will mention this right of usufruct. Unless the Company is informed of an agreement to the contrary, the voting right will belong to the usufructuary at Ordinary Annual Shareholders’ Meetings and to the bare owner at Extraordinary Annual Shareholders’ Meetings. However, notwithstanding any agreement to the contrary, when the usufruct results from a donation of the bare ownership of shares performed under the provisions of article 787 B of the General Tax Code, the usufructuary’s voting right will be limited to decisions concerning the allocation of proﬁts. For all other decisions that lie within the competence of an Ordinary or Extraordinary Annual Shareholders’ Meeting, the voting right will belong to the bare owner. The usufructuary and the bare owner must notify the Company that they intend to take advantage of these provisions.” Indication governing the ownership threshold above which shareholder ownership must be disclosed Extract from the articles of incorporation (article 8 bis) – “Ownership Threshold”. (Article introduced into the articles of incorporation at the Ordinary and Extraordinary General Shareholders’ Meeting on May 12, 1998). “Any individual or company holding either a share of the capital or of the voting rights equal or superior to 2% and, from this threshold, any additional holding which is a multiple of 1%, shall notify to the Company the number of shares said individual or company has, by registered mail with return receipt requested. This notiﬁcation shall be made within the two weeks a threshold is met. This requirement applies as well, in the same conditions and timing, when the holding in the share capital decreases and becomes inferior to a threshold percentage indicated above. Declaration upon attaining ownership threshold must take into consideration the sum total of shares owned by companies holding more than 50% directly or indirectly, of the declaring company. In case of noncompliance with this provision, and upon a request, duly registered in the minutes of the Shareholders’ Meeting, from one or more shareholders holding at least 2% of the share capital of the Company and/or of its voting rights, all the shares exceeding the threshold which should have been declared will be deprived of their voting rights at any shareholders’ Meeting until notiﬁcation of compliance.” Action necessary to change the shareholders’ rights The articles of incorporation do not provide any special condition to change the shareholders’ rights. Conditions governing changes in the capital, where such conditions are more stringent than is required by law Not applicable. Condition governing the manner in which Extraordinary and Annual Shareholders’ Meetings are called and conditions of admission Extract from the articles

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6 - Information about the issuer Share capital 6.2. Share capital As of December 31, 2011, the registered share capital amounts to 182,206,275.96 euros divided into 47,697,978 shares of 3.82 euros each, the par value. Issued shares are fully paid-up. Taking into account the share subscription options exercised in 2011 (and pending Board of Directors notiﬁcation of the share capital increase), the share capital amounts to 182,941,404.40 euros divided into 47,890,420 shares (compared with 48,688,622 shares as of January 1, 2011). D AUTHORIZATIONS OF CAPITAL INCREASE AT THE CLOSING OF 2011 FINANCIAL YEAR SOCIÉTÉ BIC has, at December 31, 2011, the following authorizations which were granted by the Annual Shareholders’ Meeting: I. AUTHORIZATION OF CAPITAL INCREASE WITH THE SHAREHOLDERS’ PRE-EMPTIVE RIGHT OF SUBSCRIPTION (a) (b) Maximum amount (in million euros) Ordinary shares: 50 Complex investment securities: 650 May 12, 2010 (resolution 11) 26 months July 11, 2012 No The issuance price of ordinary shares and/or of complex investment securities (and the shares to which the latter shall give right), is set by the Board of Directors, with or without premium, in compliance with the rules and regulations in force. Date Term Limit date of validity Use Issuance price (a) Since the Annual Shareholders’ Meeting held in 2010, the Board of Directors decided not to propose shareholders any resolution authorizing the Board to increase the share capital without the pre-emptive right of subscription (except in particular cases speciﬁed in point III below). (b) Articles L. 225-129, L. 228-91 and L. 228-92 of the French Commercial Code. II. AUTHORIZATION OF CAPITAL INCREASE BY CAPITALIZATION OF RESERVES, INCOME, PREMIUMS OR OTHER (c) Total amount of reserves, proﬁts and/or premium or other sums that may likely be capitalized into the share capital and which will exist at the moment of the decision to increase the share capital, not taking into account the amount that may eventually be necessary to preserve, in compliance with the law, the rights of bearers of already issued securities giving right to the shares of the Company. May 12, 2010 (resolution 13) 26 months July 11, 2012 No Maximum amount Date Term Limit date of validity Use (c) Articles L. 225-129 and L. 225-130 of the French Commercial Code. 184 BIC Group - 2011 Registration Document

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6 - Information about the issuer Share capital III. AUTHORIZATIONS OF CAPITAL INCREASE IN FAVOR OF EMPLOYEES AND CORPORATE OFFICERS ISSUE OF SHARES AS PART OF AN EMPLOYEE SAVINGS PLAN (d) GRANTING OF PERFORMANCE SHARES TO BE ISSUED (e) 4% of the share capital on 38 months and 10% of the share capital at any time (taking into account the stock options) May 12, 2010 (resolution 16) 38 months July 11, 2013 No OPTIONS OF SUBSCRIPTION OF SHARES (f) 4% of the share capital on 38 months and 10% of the share capital at any time (taking into account the free grant of shares) May 12, 2010 (resolution 17) 38 months July 11, 2013 No Cannot be lower than the Paris Stock Exchange average share price, on the market with monthly payment, during the twenty sessions of the Paris Stock Exchange before the day the options of subscription are granted Maximum amount Date Term Validity end date Use in 2011 Subscription price 3% of the share capital May 12, 2010 (resolution 14) 26 months July 11, 2012 No Determined by the Board of Directors according to article L. 3332-19 of the Labor Code (d) Articles L. 225-138 and L. 225-138-1 of the French Commercial Code and L. 3332-1 and following of the Labor Code. (e) Articles L. 225-197-1 and following of the French Commercial Code. (f) Articles L. 225-177 and following of the French Commercial Code. The text of these delegations is available on the website www.bicworld.com/en/ﬁnance/meetings/. The renewal of the authorizations expiring in 2012 will be submitted to the shareholders during the Shareholders’ Meeting to be held on May 10, 2012 (see Chapter 7. Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012). 6 BIC Group - 2011 Registration Document 185

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6 - Information about the issuer Share capital Share capital evolution over the three past years IMPACT ON SHARE PREMIUM/ RETAINED EARNINGS (in euros) AMOUNT DATE 2009 (Feb. 10 BM) 2009 (Feb. 10 BM) 2010 (Feb. 16 BM) 2010 (Feb. 16 BM) 2010 (Oct. 19 BM) 2011 (Feb. 15 BM) 2011 (Feb. 15 BM) 2011 (May 11 BM) 2011 (Dec. 14 BM) 2011 (Dec. 14 BM) OPERATION Issue of shares following shares’ subscriptions, in accordance with stock options plans Cancellation of shares, as authorized by SM of May 21, 2008 Issue of shares following shares’ subscription, in accordance with stock options plans Cancellation of shares, as authorized by SM of May 14, 2009 Cancellation of shares as authorized by SM of May 12, 2010 Issue of shares following shares’ subscription, in accordance with stock options plans Cancellation of shares as authorized by SM of May 12, 2010 Cancellation of shares as authorized by SM of May 12, 2010 Issue of shares following shares’ subscription, in accordance with stock options plans Cancellation of shares as authorized by SM of May 12, 2010 (in euros) TOTAL SHARE CAPITAL (in euros) SHARES OUTSTANDING AT CONCLUSION OF THE OPERATION 97,734.70 (382,000) 823,916.20 (2,765,593.28) 185,502,298.02 185,120,298.02 48,560,811 48,460,811 527,186.74 (186,496.22) (1,898,941.10) 4,559,519.74 (1,436,802.03) (24,462,537.05) 185,647,484.76 185,460,988.54 183,562,047.44 48,598,818 48,549,997 48,052,892 2,687,927.72 (755,118.50) (2,327,579.48) 29,576,463.78 (11,312,940.25) (35,873,361.75) 186,249,975.16 185,494,856.66 183,167,277.18 48,756,538 48,558,863 47,949,549 592,096.18 (1,553,097.40) 6,786,090.55 (23,930,186.63) 183,759,373.36 182,206,275.96 48,104,548 47,697,978 BM: Board Meeting. SM: Shareholders’ Meeting. 186 BIC Group - 2011 Registration Document

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6 - Information about the issuer Shareholding 6.3. Shareholding D SHARE CAPITAL BREAKDOWN To the Company’s knowledge, as of December 31, 2011, the shareholders holding more than 5%, 10%, 15%, 20%, 25%, 33.33%, 50%, 66.66%, 90% or 95% of the share capital and/or of the voting rights of the Company were as indicated in the table below. The NAME DEC. 31, 2009 % of shares (f) (approx.) 43.56 25.56 18.00 % of voting rights (a) (f) (approx.) 55.23 33.83 21.40 Company is not aware of any other shareholder holding more than 5% of the share capital or of the voting rights. This table also gives information regarding BIC shares owned by the Company (treasury shares). DEC. 31, 2010 % of shares (f) (approx.) 42.73 25.55 17.18 % of voting rights (b) (f) (approx.) 55.73 34.52 21.21 DEC. 31, 2011 % of shares (f) (approx.) 43.34 26.24 17.10 % of voting rights (c) (f) (approx.) 57.46 35.99 21.48 Number of shares Bich family’s concert (d): • SOCIÉTÉ M.B.D. • Bich family (excluding M.B.D.) Silchester Partners Ltd (formerly Silchester International Investors Ltd) (g) Silchester International Investors LLP (h) First Eagle Investment Management, LLC (formerly Arnhold and S. Bleichroeder Advisers, LLC) Treasury shares 21,158,982 12,416,000 8,742,982 Number of shares 20,807,865 12,442,000 8,365,865 Number of shares 20,757,233 12,568,084 8,189,149 5,827,715 - 12.00 - 13.18 - 2,810,562 5.77 7.52 < 5% < 5 < 5 3,250,927 297,875 6.69 0.61 6.49 0.41 (e) < 5% 437,771 <5 0.90 <5 0.61 (e) < 5% 817,808 < 5 1.71 < 5 1.18 (e) (a) As of December 31, 2009 the number of voting rights amounts to 73,309,349 (taking into account voting rights of treasury shares). (b) As of December 31, 2010 the number of voting rights amounts to 71,962,868 (taking into account voting rights of treasury shares). (c) As of December 31, 2011 the number of voting rights amounts to 69,426,087 (taking into account voting rights of treasury shares). (d) Bich family’s concert is composed of SOCIÉTÉ M.B.D. (a company – société en commandite par actions) and of Bich family members holding direct participations in SOCIÉTÉ BIC. Most of Bich family members hold direct participations in SOCIÉTÉ BIC as well as indirect participations through SOCIÉTÉ M.B.D. (e) Treasury shares temporarily without voting right. (f) The difference between the number of shares and the number of voting rights is linked to double voting rights (cf.§ 6.1. Information on the Company). (g) On November 1, 2010 Silchester International Investors Ltd changed its name to Silchester Partners Ltd. (h) On November 1, 2010 Silchester International Investors Ltd transferred its regulated business and teams to Silchester International Investors LLP. As Silchester International Investors Ltd, the company Silchester International Investors LLP acts for the account of hedges that it manages under mandate. Therefore, the ownership of the shares has not been transferred and the double voting right remains granted to nominative shares owned for at least two years. To the knowledge of the Company, there are no agreements between the s hareholders providing preferential transfer or purchase conditions of BIC shares or agreements whose implementation could result in a change of control. Moreover, it is speciﬁed that SOCIÉTÉ M.B.D., the Bich family’s holding, concluded various agreements of conservation concerning at least 12,000,000 shares. These agreements were concluded with various family members in order to allow them, if the need arises, to take advantage of articles 885 I bis and 787 B of the French General Tax Code. Except for the granting of double voting rights to nominative shares owned for at least two years, no special voting rights are granted to the main shareholders. The Company is controlled as described in the table above. The risk of a potential abusive exercise of its power by a shareholder is covered by regular meetings of the Board of Directors and by the presence of four Independent Directors who are in the majority in th

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6 - Information about the issuer Shareholding Crossing of legal thresolds During ﬁscal year 2011, and up to the issuance of the registration document, the following crossings of legal thresholds were disclosed: HOLDING AFTER CROSSING OF THRESHOLD (%) Capital Up, following a purchase of BIC shares on the market Down, following a transfer of BIC shares on the market Down, following a transfer of BIC shares on the market Down, following the conversion into bearer form of 766,000 shares and the transfer of BIC shares on the market 5.01 4.91 4.94 Voting rights 3.43 3.36 6.34 DECLARING DATE Capital THRESHOLD (%) Voting rights - TYPE BlackRock Inc. BlackRock Inc. Silchester International Investors LLP Silchester International Investors LLP Feb. 1, 2011 Feb. 11, 2011 Apr. 21, 2011 5 5 5 Jul. 11, 2011 - 5 4.46 4.99 D ELEMENTS THAT COULD HAVE INFLUENCE ON A TAKE-OVER BID OR HAVE AN EFFECT OF DELAYING OR PREVENTING A CHANGE OF CONTROL (ARTICLE L. 225-100-3 OF THE FRENCH COMMERCIAL CODE) To the knowledge of the Company, no element other than those mentioned below may have an inﬂuence on a take-over bid, or have the effect of delaying or preventing a change of control: • the articles of incorporation provide: • the granting of double voting right to nominative shares owned for at least two years (see § 6.1. Information on the Company), • the obligation to inform the Company when the detention of share capital or of voting rights becomes equal or higher than 2% and, beyond this threshold of 2%, higher than a multiple of 1% (see § 6.1. Information on the Company); • • SOCIÉTÉ M.B.D., the Bich family’s holding, is a société en commandite par actions; Shareholders’ Meeting authorizations to increase the share capital (see § 6.2. Capital - Table relating to these authorizations). 188 BIC Group - 2011 Registration Document

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6 - Information about the issuer Owned shares and share buy-back 6.4. Owned shares and share buy-back D SOCIÉTÉ BIC OWNED SHARES As of December 31, 2011: AVERAGE PURCHASE PRICE (in euros) PURPOSE OF THE BUY-BACK Liquidity agreement Free share grants (c) TOTAL (a) (b) (c) NUMBER OF SHARES 577 817,231 817,808 NOMINAL VALUE % CAPITAL 1.71 1.71 (in euros) 67.81 61.26 61.27 2,204.14 3,121,822.42 3,124,026.56 (a) As of December 31, 2011, BIC CORPORATION holds in addition 35,430 BIC shares representing 0.07% of the share capital. (b) As of December 31, 2011, the booked value of BIC shares held by SOCIÉTÉ BIC and BIC CORPORATION, in accordance with articles L. 225-209 and following C. com, amounts to 52,528,638.43 euros. The nominal value of these shares amounts to 3,259,369.16 euros. As of the same date, the market value of these shares is 58,446,803 euros (on the basis of the closing price at this date, that is to say 68.50 euros). (c) Article L. 225-209 of the French Commercial Code (Code de commerce). D SHARE BUY-BACK PROGRAM – CANCELLED SHARE During the ﬁscal year 2011, SOCIÉTÉ BIC: Moreover, the Board of Directors cancelled: • • • 197,675 shares on February 15, 2011 (as authorized by the Annual Shareholders’ Meeting held on May 12, 2010); 609,314 shares on May 11, 2011 (as authorized by the Annual Shareholders’ Meeting held on May 11, 2011); 406,570 shares on December 14, 2011 (as authorized by the Annual Shareholders’ Meeting held on May 11, 2011). • • bought back 1,608,948 shares at an average price of 63.01 euros, according to the share buy-back program authorized by the Annual Shareholders’ Meetings on May 12, 2010 and May 11, 2011; within the scope of the liquidity agreement with Natixis, bought back 358,459 shares at an average price of 63.90 euros and sold 363,861 shares at an average price of 64.05 euros. During the last 24 months, SOCIÉTÉ BIC cancelled 1,759,485 shares, representing 4% of the share capital as of December 31, 2011. Moreover, in 2011, SOCIÉTÉ BIC: Brokerage fees related to all sale and buy-back transactions disclosed above amounted to 165,277.04 euros. • • granted 87,650 performance shares; transferred to beneﬁciaries 9,950 performance shares acquired following the achievement of performance conditions. 6 BIC Group - 2011 Registration Document 189

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6 - Information about the issuer Investor relations 6.5. Investor relations The Investor Relations Department is dedicated to answering all inquiries from individual and institutional investors alike. Shareholder and general ﬁnancial and economic information regarding SOCIÉTÉ BIC is available via the Company’s Internet website: http://www. bicworld.com/ or by addressing an email to investors.info@bicworld. com or actionnaires@bicworld.com or by sending a written letter by post to BIC Group – Investor Relations Department, 14, rue Jeanne d’Asnières, 92611 Clichy Cedex, France. Throughout the year, BIC holds meetings with analysts and institutional investors through roadshows and brokers conferences in the major ﬁnancial marketplaces. In 2011, meetings have been organized in Paris, Lyon, Nice, London, New York, Boston, Frankfurt, Edimbourg, Geneva and Amsterdam. We also have organized various meetings with dedicated SRI investors (Sustainable Responsible Investment). At the individual investor level, BIC continued its proactive communication, issuing its shareholders’ newsletters twice a year. BIC organizes regular meetings in different French cities. In 2011, the Investor Relations Department met individual shareholders in Bordeaux, Lille and Marseilles. Two meetings are already scheduled in Lyon and Toulouse in 2012. A toll-free number is also available for individual investors: 0 800 10 12 14. 190 BIC Group - 2011 Registration Document

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6 - Information about the issuer Share information 6.6. Share information SOCIÉTÉ BIC is listed on Euronext Paris (continuous quotation) and is part of the SBF 120 and CAC Mid 60 indexes. BIC is also part of the following SRI indexes: FTSE4Good Europe, ASPI Eurozone and Ethibel Excellence Europe. Its ISIN code is FR0000120966. BIC share price in 2011 AVERAGE PRICE (CLOSING) 65.03 65.90 62.68 62.21 62.59 64.74 63.97 66.56 63.30 64.74 64.81 63.65 66.49 67.34 73.13 NUMBER OF SHARES TRADED 1,740,193 1,805,898 2,467,429 2,223,363 1,710,345 5,331,894 1,597,036 1,413,118 3,126,677 2,233,798 2,393,216 1,725,056 1,874,519 1,834,572 2,232,443 TRADING VOLUMES (in thousand euros) CLOSING PRICE December 2010 January 2011 February 2011 March 2011 April 2011 May 2011 June 2011 July 2011 August 2011 September 2011 October 2011 November 2011 December 2011 January 2012 February 2012 64.32 62.72 61.90 62.72 65.64 65.55 66.64 65.80 67.60 63.97 64.57 65.88 68.50 68.12 75.47 HIGHEST 67.29 69.00 65.00 63.99 65.88 66.28 66.64 67.99 67.60 67.54 67.90 66.19 68.50 69.00 75.75 LOWEST 62.68 62.58 60.52 57.79 59.32 62.74 61.66 64.68 58.54 61.30 58.82 61.12 64.03 65.50 68.24 112,660 119,130 154,970 138,090 107,295 343,378 102,566 94,181 197,366 144,430 152,070 109,668 124,080 123,580 162,970 D SHARE CUSTODIAL SERVICE SOCIÉTÉ GÉNÉRALE Département des Titres 32, rue du Champ de Tir BP 81236 44312 Nantes Cedex 3 (France) 6 BIC Group - 2011 Registration Document 191

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192 BIC Group - 2011 Registration Document

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7 BOARD OF DIRECTORS’ REPORT AND PROPOSED RESOLUTIONS OF THE SHAREHOLDERS’ MEETING OF MAY 10, 2012 7.1. Ordinary Shareholders’ Meeting 194 7.2. Extraordinary Shareholders’ Meeting 7.3. Ordinary and Extraordinary Shareholders’ Meeting 7.4. Statutory Auditors’ report on the reduction in capital by the cancellation of repurchased shares 201 207 7.5. Statutory Auditors’ report on the issuance of new ordinary shares and/or securities with maintenance of preferential subscription rights 209 7.6. Statutory Auditors’ report on the capital increase reserved for employees 210 208 BIC Group - 2011 Registration Document 193

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Ordinary Shareholders’ Meeting 7.1. Ordinary Shareholders’ Meeting D PROPOSED RESOLUTIONS 1 TO 3 – APPROVAL OF THE FINANCIAL STATEMENTS – APPROPRIATION OF EARNINGS – DIVIDENDS Board of Directors’ report: By voting on the ﬁrst and second resolutions, we ask you to approve the annual and consolidated ﬁnancial statements of the ﬁscal year ending December 31, 2011. The purpose of the third resolution is to allocate the net income of the ﬁscal year 2011 and to set the dividend. We propose you the distribution of a total dividend of 188,290,448 euros corresponding to a dividend per share of 4 euros (2.20 euros + exceptional dividend of 1.80 euro). This is a gross amount excluding social charges. The dividend will be paid as from May 24, 2012. If the number of shares carrying rights to the dividend is not 47,072,612, the total amount of the aforementioned dividend will be adjusted consequently and the amount allocated to retained earnings will be determined on the basis of the amount of the dividends actually paid. In accordance with Article 243 bis of the French Tax Code (CGI), it is hereby speciﬁed that the total dividend will be eligible for the 40% tax allowance granted, according to Article 158-3 of this Code, to the French tax resident individuals as far as they do not choose the ﬁnal levy provided by Article 117 quater of this Code. We remind you that the dividends paid during the last three years (income eligible for the tax allowance granted according to Article 158-3 of French Tax Code) amount to: • • • 1.35 euro for ﬁscal year 2008; 2.40 euros (including an exceptional dividend of 1 euro) for ﬁscal year 2009; 1.90 euro for ﬁscal year 2010. Proposed resolution 1 - Approval of the Statutory Accounts of the Fiscal Year 2011 The shareholders, after having considered the reports of the Board of Directors, of the Chairman of the Board of Directors and of the Statutory Auditors and having heard the additional explanations given during the meeting, approve the annual ﬁnancial statements of the ﬁscal year ending December 31, 2011. They also approve all the transactions presented in these accounts or summarized in these reports. Proposed resolution 2 - Approval of the Consolidated Financial Statements of the Fiscal Year 2011 The shareholders, after having considered the reports of the Board of Directors, of the Chairman of the Board of Directors and of the Statutory Auditors and having heard the additional explanations given during the meeting, approve the consolidated ﬁnancial statements of the ﬁscal year ending December 31, 2011. They also approve all the transactions presented in these accounts or summarized in these reports. Proposed resolution 3 - Appropriation of Earnings – Dividends The shareholders set total net income after tax for the ﬁscal year ending December 31, 2011 at 216,240,833.88 euros and decide to allocate this amount in the following manner (in euros): Net income for 2011 To add: • Retained earnings before appropriation of earnings TOTAL OF DISTRIBUTABLE INCOME Appropriation of earnings: • Dividends (except the shares held by the Company) • Retained earnings after appropriation of earnings TOTAL EQUAL TO DISTRIBUTABLE INCOME 188,290,448.00 298,299,887.30 486,590,335.30 270,349,501.42 486,590,335.30 216,240,833.88 194 BIC Group - 2011 Registration Document

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Ordinary Shareholders’ Meeting The amount of the dividends for the fiscal year ending December 31, 2011 will be 188,290,448 euros corresponding to a dividend per share of 4 euros (2.20 euros + 1.80 euro exceptional dividend). This is a gross amount excluding social charges. It will be paid as from May 24, 2012. If the number of shares carrying rights to the dividend is not 47,072,612, the total amount of the aforementioned dividend will be adjusted consequently and the amount allocated to retained earnings will be adjusted on the basis of the amount of the dividends actually paid. In accordance with Article 243 bis of the French Tax Code (CGI), it is hereby speciﬁed that the total dividend will be eligible for the 40% tax allowance granted, according to Article 158-3 of this Code, to the French tax resident individuals as far as they do not choose the ﬁnal levy provided by Article 117 quater of this Code. In accordance with the law, we also remind you that the following dividends were distributed during the last three years: DIVIDEND ENTITLED TO THE TAX ALLOWANCE DEFINED IN ART. 158-3 OF THE CGI (b) (in euros) DIVIDEND PER SHARE FISCAL YEAR 2008 2009 2010 (a) Including 1 euro of exceptional dividend. (b) French Tax Code (CGI). NUMBER OF SHARES 48,198,857 48,563,442 47,702,203 (in euros) 1.35 2.40 1.90 (a) 1.35 2.40 1.90 D PROPOSED RESOLUTION 4 – DIRECTORS’ FEES Board of Directors’ report: It is proposed to set the amount of the Directors’ fees to be allocated to the Board of Directors for ﬁscal year 2012 to 303,000 euros, which represents an increase of 2% compared with the package voted by the shareholders for ﬁscal year 2011 (297,000 euros). Proposed resolution 4 – Directors’ Fees The shareholders decide to set the annual amount of the Directors’ fees to be allocated to the Board of Directors for the ﬁscal year 2012 at 303,000 euros. 7 BIC Group - 2011 Registration Document 195

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Ordinary Shareholders’ Meeting D PROPOSED RESOLUTION 5 – AUTHORIZATION GIVEN TO THE BOARD OF DIRECTORS TO UNDERTAKE OPERATIONS WITH REGARDS TO THE SHARES OF THE COMPANY Board of Directors’ report: We propose you to authorize the Board of Directors to acquire by any means, once or several times, the shares of the Company in accordance with the legislation in force. This authorization may not be used during public offers of the Company’s shares, except with the prior and express authorization given by the shareholders. The Company would be authorized, during a period of 18 months, to acquire its own shares, and for a maximum price per share of 100 euros: • within the limit of 10% of the share capital on the date of the Board of Directors’ decision to buyback the shares and for a maximum amount of 430 million euros. This authorization would be used to fulﬁll the following objectives: • provide liquidity in the securities market pursuant to a liquidity agreement managed by an external service provider; • allow their subsequent remittance as payment, exchange or otherwise, within the scope of external growth operations (with the exception of mergers, demergers or contribution operation mentioned below); • remit the shares at the moment of the exercise of rights attached to the securities giving access to the Company’s share capital; • allocate them to employees and/or managers (in the scope of an employees proﬁt sharing scheme, a stock option program, free allocations of shares, etc.); • cancel the shares; • implement any market practice authorized by the Paris Stock Exchange Authority (AMF). • within the limit of 5% of the share capital on the date of the Board of Directors’ decision to buyback the shares and for a maximum global amount of 215 million euros. The shares would be bought back in order to be kept and subsequently remitted as payment or exchange within the scope of a merger, demerger or contribution operation. Operations realized in 2011 within the framework of the previous authorizations: During the ﬁscal year 2011, SOCIÉTÉ BIC: • • bought back 1,608,948 shares at an average price of 63.01 euros, according to the share buyback program authorized by the Annual Shareholders’ Meetings on May 12, 2010 and May 11, 2011; within the scope of the liquidity agreement with Natixis, bought back 358,459 shares at an average price of 63.90 euros and sold 363,861 shares at an average price of 64.05 euros. Brokerage fees related to all sale and buyback transactions disclosed above amounted to 165,277.04 euros. In addition, the Board of Directors cancelled: • • • 197,675 shares on February 15, 2011 (as authorized by the Annual Shareholders’ Meeting held on May 12, 2010); 609,314 shares on May 11, 2011 (as authorized by the Annual Shareholders’ Meeting held on May 11, 2011); 406,570 shares on December 14, 2011 (as authorized by the Annual Shareholders’ Meeting held on May 11, 2011). During the last 24 months, SOCIÉTÉ BIC cancelled 1,759,485 shares, representing 4% of the booked share capital as of December 31, 2011. Moreover, in 2011, SOCIÉTÉ BIC: • • granted 87,650 performance shares; transferred to beneﬁciaries 9,950 performance shares acquired following the achievement of performance conditions. Proposed resolution 5 – Authorization given to the Board of Directors to undertake operations with regards to the shares of the Company The shareholders, deliberating in compliance with the provisions of Article L. 225-209 of the French Commercial Code, of the General Regulation of the Paris Stock Exchange Authority (AMF), of European Commission Regulation N° 2273/2003 of December 22, 2003, and after considering the report of the Board of Directors, authorize the Board of Directors to buyback by any means, once or several times, the shares of the Company: 1. Within the limit of a number of shares representing a maximum of 10% of its share ca

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Ordinary Shareholders’ Meeting In accordance with the above-mentioned dispositions and with the market practices allowed by the Paris Stock Exchange Authority (AMF), this authorization can be used by the Board of Directors in order to: • provide liquidity and stimulate the market of the securities of the Company through an investment service provider acting independently in the name and on behalf of the Company, pursuant to a liquidity agreement compliant with professional ethics standards recognized by the Paris Stock Exchange Authority, hold them in order to subsequently remit them as payment, as exchange or otherwise, within the scope of potential external growth operations (with the exception of mergers, demergers or contribution operations referred to in paragraph 2 below) in accordance with the market practices approved by the Paris Stock Exchange Authority, remit them at the moment of the use of rights attached to the securities giving access to the Company’s share capital by reimbursement, conversion, exchange, presentation of a bond or by any other means, allocate them to employees and managers under the conditions and according to the methods prescribed by the law, notably within the scope of employees proﬁt sharing scheme, the stock option program, the free allocation of shares plan or through an employee saving scheme, cancel them entirely or partly, according to the conditions provided by the regulations in force, by reducing accordingly the share capital, within the limit of 10% of the capital existing on the cancellation date, by periods of 24 months, subject to the adoption at the Extraordinary Shareholders’ Meeting of resolution 10 hereunder, implement all market practices which may be authorized by the Paris Stock Exchange Authority; The shareholders decide that the maximum purchase price per share, excluding cost, should not exceed that of the last isolated transaction or, if it is higher, that of the highest current isolated offer on the market where the purchase is made. In the case where the options provided in the fifth paragraph of Article L. 225-209 of the French Commercial Code were used, the sale price (in case such a sale price would be necessary) shall thus be determined according to the legal provisions in force. The acquisition of shares of the Company realized pursuant to this authorization shall also comply with the rules enacted by the Paris Stock Exchange Authority regarding the conditions and the periods of intervention on the market. The Company shall abstain from buying more than 25% of the daily average quantity of shares negotiated on the regulated market where the purchase is made. This authorization replaces the previous authorization given at the Shareholders’ Meeting on May 11, 2011 (resolution 5). This authorization is given to the Board of Directors for a period of 18 months starting from the date of this Shareholders’ Meeting. This authorization may not be used during public offers of the Company’s shares, except with the prior and express authorization given by the shareholders. In compliance with the provision of Article L. 225-210 of the French Commercial Code, the shares of the Company acquired pursuant to this authorization must be registered and must be entirely paid up upon their acquisition. These acquisitions must not have the effect of reducing the net equity to an amount lower than that of the capital increased by non distributable reserves. Finally, the Company must have reserves (other than the legal reserve) amounting to at least the value of all the shares that the Company owns directly or through a third party. Within the scope of its global ﬁnancial management, the Company reserves itself the possibility of using part of its available ﬁnancial resources to ﬁnance the purchase of the shares and to resort to debt to ﬁnance the additional needs that may exceed its int

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Ordinary Shareholders’ Meeting D PROPOSED RESOLUTIONS 6 TO 9 – REAPPOINTMENT OF MR. JOHN GLEN, MRS MARIE-HENRIETTE POINSOT, MR. PIERRE VAREILLE AND THE COMPANY SOCIÉTÉ M.B.D. AS DIRECTORS OF THE BOARD Board of Directors’ report: It is proposed to the shareholders to reappoint John Glen, Marie-Henriette Poinsot, Pierre Vareille and the Company SOCIÉTÉ M.B.D. for a period of three ﬁscal years expiring at the end of the Shareholders’ Meeting called to vote in 2015 upon the approval of the accounts of the ﬁscal year ending December 31, 2014. • John GLEN Age: 52 Holds 500 BIC shares. Director since December 10, 2008. Independent Director within the deﬁnition of the AFEP and MEDEF’s corporate governance Code of listed corporations. Chairman of the Audit Committee. John Glen, Scottish, is Chief Executive Officer of Buccleuch Group (Edinburgh, United-Kingdom – non listed), the holding company for a family group that operates in industry and agro-businesses. He previously held various positions at Unilever and was the Finance Director at Air Liquide Group from 2000 till June 2008 and Vice Chairman of the Supervisory Board of EFRAG (European Financial Reporting Group) for four years. He is a fellow of the Chartered Institute of Certiﬁed Accountants and graduated with a master’s degree in Accounting and Economics from the University of Edinburgh. Other current mandate and function: not applicable. Expired mandates or functions in the previous ﬁve years (non BIC Group companies): COMPANY Air Liquide Group (a) European Financial Reporting Group (EFRAG) (a) Listed company. COUNTRY France Belgium MANDATE/FUNCTION Vice-President Finance and Administration Member of the Executive Committee Vice Chairman of the Supervisory Board • Marie-Henriette POINSOT (maiden name: BICH) Age: 50 Holds BIC shares directly and indirectly through the familial holding, SOCIÉTÉ M.B.D. On December 31, 2011, SOCIÉTÉ M.B.D. held 26.24% of SOCIÉTÉ BIC share capital and 35.99% of the voting rights. Director since May 21, 1997. Member of the Compensation and Nomination Committee. Marie-Henriette Poinsot is Director of strategic planning of the Options Group (France – non listed company). She previously worked for 9 years in the BIC Group where she held different positions to that of Deputy Administrative Director of SOCIÉTÉ BIC. Other current mandate or function: COMPANY Options SAS COUNTRY France MANDATE/FUNCTION Member of Strategic Planning Committee Expired mandates or functions in the previous ﬁve years (non BIC Group companies): COMPANY Tosniop SA Options SA (now Options SAS) Ferrand SA (now Ferrand SAS) COUNTRY France France France MANDATE/FUNCTION Director of the Board Director of the Supervisory Board Director of the Board 198 BIC Group - 2011 Registration Document

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Ordinary Shareholders’ Meeting • Pierre VAREILLE Age: 54 Holds 1,000 BIC shares. Director since May 14, 2009. Independent Director within the deﬁnition of the AFEP and MEDEF’s corporate governance Code of listed corporations. Member of the Audit Committee. Pierre Vareille was appointed Chairman and Chief Executive Officer of CONSTELLIUM as from March 1st, 2012. Pierre Vareille has key experience in the management of industrial companies at the world level. He started his career in 1982 with Vallourec, holding various positions in manufacturing, controlling, sales and strategy before being appointed CEO of several subsidiaries. After having held various general management positions at GFI Aerospace, Faurecia and Pechiney, he was, from 2004 to 2008, Chief Executive of the English automotive equipment manufacturer Wagon Plc (listed company in London) and, then from 2008 to 2011, Chairman and CEO of FCI, a world leading manufacturer of electronic connectors. He graduated from the Ecole Centrale of Paris, he is an alumnus of the Institut d’Etudes Politiques of Paris as well as of Sorbonne University (Economy and Finance) and of Institut de Contrôle de Gestion (Audit). Other current mandate or function: Chairman of the Alumni Association of Ecole Centrale of Paris. Expired mandates or functions in the previous ﬁve years (non BIC Group companies): COMPANY FCI SA (resignation on December 31, 2011) FCI Holding (resignation on December 31, 2011) FCI AUTOMOTIVE HOLDING SAS (resignation on December 31, 2011) FCI Asia Pte. Ltd. (resignation on December 22, 2011) FCI USA, Inc. (resignation on December 31, 2011) Wagon PLC (a) (a) Listed company. COUNTRY France France France Singapore USA United Kingdom MANDATE/FUNCTION Chairman of the Board and Chief Executive Officer President Permanent representative of FCI President Director of the Board Chairman of the Board and Chief Executive Officer Chief Executive • SOCIÉTÉ M.B.D. (Bich family holding) The legal form of SOCIÉTÉ M.B.D. is « société en commandite par actions ». SOCIÉTÉ M.B.D. is registered under number 389 818 832 at the Commercial Register of Trade and Companies of Nanterre. Its headquarters are located at 1 place Paul Verlaine, 92100 BoulogneBillancourt, France. The company SOCIÉTÉ M.B.D. holds 26.24% of the share capital, representing 35.99% of the voting rights (as of December 31, 2011). Director since May 24, 2006. Member of the Audit Committee. SOCIÉTÉ M.B.D. does not exercise any other mandate. The permanent representative of SOCIÉTÉ M.B.D. is: • Édouard Bich 47 years old Holds BIC shares directly and indirectly (through SOCIÉTÉ M.B.D.). The main position of Édouard Bich is Managing Director of SOCIÉTÉ M.B.D. He spent eight years in the Finance Department of Procter & Gamble and holds a MBA in Finance from Wharton University (USA). Other current mandate or function: Member of the Supervisory Board of the Company Envie de Fraises (France – non listed company) Expired mandates or functions in the previous ﬁve years (non BIC Group companies): Not applicable. 7 BIC Group - 2011 Registration Document 199

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Ordinary Shareholders’ Meeting Proposed resolution 6 – Reappointment of Mr. John GLEN as Director of the Board The shareholders decide to renew, for a period of three ﬁscal years, the mandate of Mr. John Glen as Director of the Board. The term of the mandate of Mr. John Glen will thus expire at the end of the Shareholders’ Meeting called to vote in 2015 upon the approval of the accounts for the ﬁscal year ending December 31, 2014. Proposed resolution 8 – Reappointment of Mr. Pierre VAREILLE as Director of the Board The shareholders decide to renew, for a period of three ﬁscal years, the mandate of Mr. Pierre Vareille as Director of the Board. The term of the mandate of Mr. Pierre Vareille will thus expire at the end of the Shareholders’ Meeting called to vote in 2015 upon the approval of the accounts for the ﬁscal year ending December 31, 2014. Proposed resolution 7 – Reappointment of Mrs. Marie-Henriette POINSOT as Director of the Board The shareholders decide to renew, for a period of three ﬁscal years, the mandate of Mrs. Marie-Henriette Poinsot as Director of the Board. The term of the mandate of Mrs. Marie-Henriette Poinsot will thus expire at the end of the Shareholders’ Meeting called to vote in 2015 upon the approval of the accounts for the ﬁscal year ending December 31, 2014. Proposed resolution 9 – Reappointment of SOCIÉTÉ M.B.D. as Director of the Board The shareholders decide to renew, for a period of three ﬁscal years, the mandate of SOCIÉTÉ M.B.D. as Director of the Board. The term of the mandate of SOCIÉTÉ M.B.D. will thus expire at the end of the Shareholders’ Meeting called to vote in 2015 upon the approval of the accounts for the ﬁscal year ending December 31, 2014. 200 BIC Group - 2011 Registration Document

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Extraordinary Shareholders’ Meeting 7.2. Extraordinary Shareholders’ Meeting D PROPOSED RESOLUTION 10 – DELEGATION GIVEN TO THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELLATION OF SHARES ACQUIRED IN COMPLIANCE WITH ARTICLE L. 225-209 OF THE FRENCH COMMERCIAL CODE Board of Directors’ report: We propose you to authorize the Board of Directors, for a period of 18 months, to: • • cancel, within the limit of 10% of the share capital by periods of 24 months, all or part of the shares held in the framework of the share buyback program authorized by the ﬁfth resolution and to decrease the share capital accordingly; to charge the difference between the buyback price of the cancelled shares and their nominal value on available premiums and reserves. Proposed resolution 10 – Delegation given to the Board of Directors to reduce the share capital by cancellation of shares acquired in compliance with Article L. 225-209 of the French Commercial Code The shareholders, after having considered the Board of Directors’ report and the Statutory Auditor’s report, deliberating in compliance with the provisions of Article L. 225-209 of the French Commercial Code authorize the Board of Directors: • to charge the difference between the buyback price of the cancelled shares and their nominal value on available premiums and reserves. • on its sole deliberations, at the time it deems it necessary, to cancel once or in several times, by a reduction of said share capital accordingly, all or part of the shares of the Company that the Company holds or may hold within the scope of the buyback of shares authorized by previous Shareholders’ Meetings or by the ﬁfth resolution above, within the limit of 10% of the share capital existing on the day of the Shareholders’ Meeting, by periods of 24 months; The shareholders delegate to the Board of Directors the authority to proceed with the cancellation of these shares, to take note of the reduction(s) of share capital, to charge the difference between the book value of cancelled shares and their nominal value on all reserve accounts or others, to proceed with the modiﬁcation of the by-laws accordingly, to carry out all formalities, make all declarations with all authorities or administrative bodies and in a general manner, take all other action that may be necessary to carry out the foregoing authorization. This authorization is given to the Board of Directors for a period of 18 months starting from the date of this Shareholders’ Meeting and replaces the one given at the Shareholders’ Meeting held on May 11, 2011 (resolution 13). 7 BIC Group - 2011 Registration Document 201

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Extraordinary Shareholders’ Meeting D PROPOSED RESOLUTION 11 – DELEGATION OF AUTHORITY GIVEN TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING NEW ORDINARY SHARES AND/ OR SECURITIES GIVING ACCESS TO THE CAPITAL, WITH PRESERVATION OF SHAREHOLDERS’ PREFERENTIAL RIGHTS OF SUBSCRIPTION Board of Directors’ report: We propose that you delegate to the Board of Directors the authority to proceed, in France or abroad, to one or several issuance(s) of new ordinary shares of the Company and/or of securities giving access by any means to the Company’s share capital, with preservation of shareholders’ preferential rights of subscription. This system is intended to give your Board of Directors the opportunity to react quickly to the ﬁnancial needs of the Company, allowing it also to select, in due time, the most appropriate type of securities to be issued. The authorization would cover the issuance of ordinary shares and/or any securities giving access to the share capital, notably for example, shares with warrants, bonds with warrants, bonds convertible into shares, bonds exchangeable for shares, equity warrants. The total nominal amount of issuances likely to be realized would not exceed: • • 50 million euros for issuance of ordinary shares; 650 million euros for issuance of Compound Investment Securities, such an amount including the nominal value of shares to which these securities will give right. To these amounts, shall be added, if necessary, the extra/surplus nominal amount of shares to be issued in order to preserve, in compliance with the law, the rights of bearers of already issued investment securities giving right to shares. We remind you that the decision to issue securities giving right to the capital would also prevail over renunciation by the shareholders of their preferential rights of subscription to the share capital to which the securities issued would give right. We propose you to decide that if the subscriptions on an irreducible basis and, if applicable, on a reducible basis, did not absorb all the ordinary shares and/or securities issued, the Board may make an offer to the public of all or part of the unsubscribed shares. This delegation of authority would be given for a period of 26 months starting from the date of the Shareholders’ Meeting and would replace any previous delegation having the same purpose, and notably, the delegation given to the Board of Directors at the Shareholders’ Meeting of May 12, 2010 (resolution 11). It is reminded that, in compliance with Article L. 233-32 III of the French Commercial Code, any delegation given at the Shareholders’ Meeting and whose implementation could cause a public offer to fail, is suspended during the period of the takeover bid. If necessary, the Board of Directors will keep you informed about the use of this delegation of authority under the conditions provided by law. Proposed resolution 11 – Delegation of authority given to the Board of Directors to increase the share capital by issuing new ordinary shares and/or securities giving access to the capital, with preservation of shareholders’ preferential rights of subscription The shareholders after having noted that the share capital of the Company is entirely paid up and after having considered the Board of Directors’ report and the statutory Auditor’s special report, deliberating in compliance with articles L. 225-129 and subsequent, L. 228-91 and L. 228-92 of the French Commercial Code, delegate authority to the Board of Directors to decide immediately or when due, with preservation of shareholders’ preferential rights of subscription, in France and/or abroad, either in euros, in foreign currency or in any unit of account established by reference to a set of currencies: The shareholders decide that the total nominal amount of issuances likely to be realized shall not exceed: • • 50 million euros fo

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Extraordinary Shareholders’ Meeting • • ﬁx the amount of the increase(s) of the share capital by issuing new ordinary shares and/or issuance of Compound Investment Securities; determine the conditions and methods of realization of the share capital increase(s) and/or of the issuance of Compound Investment Securities, notably to set the issuance price of the new ordinary shares and/or of the Compound Investment Securities (and the shares to which the latter shall give right), with or without premium, in compliance with the rules and regulations in force; ﬁx the opening dates and closing dates of subscriptions, extend these dates if necessary, organize receipt of funds and more generally acknowledge the final realization of the increase(s) of share capital and/or the issuance of Compound Investment Securities, and/or the capital increases resulting from the exercise of Compound Investment Securities; proceed with the modiﬁcation of the by-laws accordingly, do all that is necessary and carry out all legal formalities; conclude with any investment service provider of its choice, any guaranty agreement of the realization of the issuance; determine the conditions and methods of exercising rights attached to the issued Compound Investment Securities; take all necessary measures for the proper management of the issuing of Compound Investment Securities and draft an issuance contract for each category and issuance of Compound Investment Securities; decide the issuance of shares to which the Compound Investment Securities shall give right and ﬁx the date of possession of said shares; prepare all the documents necessary to inform the public, s hareholders and holders of previously issued compound investment securities; take all measures to ensure, if necessary, the preservation of the rights of holders of already issued Compound Investment Securities giving right to the allocation of share capital, in compliance with the rules and regulations in force and notably the provisions of articles L. 228-98 to L. 228-102 of the French Commercial Code; • • take all measures to proceed with the appointment of a representative of stock owners for each category of Compound Investment Securities issued; delegate to the Chief Executive Officer or, in accordance with the latter, to one or several Executive Vice-President(s), the authority to decide on the realization of the share capital increase(s) and/or the issuance of Compound Investment Securities, as well as the authority to suspend it, under the conditions and according to the methods set by the Board of Directors. • The shareholders take note that, in compliance with article L. 225-132 of the French Commercial Code, the decision to issue securities giving right to the capital also prevails over renunciation by the shareholders of their preferential rights of subscription to the share capital to which the securities issued give right. The shareholders decide that if the subscriptions on an irreducible basis and, if applicable, on a reducible basis, did not absorb all the ordinary shares and/or securities issued, the Board may make an offer to the public of all or part of the unsubscribed shares. This delegation of authority is given for a period of 26 months starting from the date of the Shareholders’ Meeting. The shareholders take note that this delegation replaces any previous delegation having the same purpose, and notably, the delegation given to the Board of Directors at the Shareholders’ Meeting of May 12, 2010 (resolution 11). In accordance with article L. 225-129-5 of the French Commercial Code, the other details of implementation of the operation will be explained in a complementary report from the Board of Directors and issued when the Board exercises the delegation of authority given at this Shareholders’ Meeting. The Board of Directors shall, each year, inform the Shareholders’ Meetin

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Extraordinary Shareholders’ Meeting D PROPOSED RESOLUTION 12 – DELEGATION OF AUTHORITY GIVEN TO THE BOARD TO INCREASE THE AMOUNT OF ISSUED SHARES, IN THE EVENT OF A CAPITAL INCREASE AUTHORIZED ACCORDING TO RESOLUTION 11 Board of Directors’ report: We propose that you authorize the Board of Directors, in case the Board would proceed to a capital increase in compliance with the delegation given under resolution 11 above, to increase, where appropriate, the number of securities to be issued, within the limit of 15% of the initial issuance. Proposed resolution 12 – Delegation of authority given to the Board to increase the amount of issued shares, in the event of a capital increase authorized according to resolution 11 The shareholders, deliberating under the conditions of quorum and majority required by the Extraordinary Shareholders’ Meetings, after having considered the Board of Directors report and the Statutory Auditor’s special report, in accordance with article L. 225-135-1 of the French Commercial Code: increase the number of securities to be issued under the limits and conditions provided by article R. 225-118 of the French Commercial Code (e.g. say within thirty days of the close of the subscription period), within the limit of 15% of the amount of the initial issue and at the same price as the price provided for the initial issue. This delegation of authority is subject to compliance with the global upper limits of amount set forth in resolution 11 below; • decide that this delegation will be valid for a period of 26 months. • delegate authority to the Board of Directors to decide, for each issue of shares decided in accordance with resolution 11 above, to D PROPOSED RESOLUTION 13 – DELEGATION OF AUTHORITY GIVEN TO THE BOARD OF DIRECTORS IN ORDER TO DECIDE TO INCREASE THE SHARE CAPITAL ONCE OR SEVERAL TIMES BY INCORPORATION OF RESERVES, PROFITS OR PREMIUMS OR OTHER SUMS OF MONEY WHICH CAPITALIZATION SHALL BE ACCEPTED Board of Directors’ report: We propose, in accordance with Article L. 225-129 of the French Commercial Code, that you delegate to the Board of Directors, for a period of 26 months, the authority to increase the share capital of the Company, in once or several times, in the proportion and at the period/time the Board will deem necessary, by incorporation of all or part of the reserves, proﬁts and/or premium or other sums which capitalization shall be legally or statutorily possible, and by attribution of new free shares of the Company and/or by increase of the nominal value of the existing shares of the Company. The maximum nominal amount of the share capital increase(s) likely to be decided by the Board of Directors or by the Chief Executive Officer (or Executive Vice-President) and realized by virtue of this delegation, could not be higher than the entire amount of reserves, proﬁts and/or premium or other sums that may be incorporated into the share capital. This delegation would cancel any other previous delegation having the same purpose, and notably the delegation of authority given to the Board of Directors at the Shareholders’ Meeting of May 12, 2010. Proposed resolution 13 – Delegation of authority given to the Board of Directors in order to decide to increase the share capital once or several times by incorporation of reserves, proﬁts or premiums or other sums of money which capitalization shall be accepted The shareholders, deliberating under the conditions of quorum and majority required by the Ordinary Shareholders’ Meetings, and after having considered the Board of Directors report, making use of the option referred to in article L. 225-129 of the French Commercial Code, decide: • to delegate to the Board of Directors, for a period of 26 months, the authority to decide a share capital increase, in once or several times, in the proportion and at the period/time the Board will deem necessary, by in

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Extraordinary Shareholders’ Meeting • that the maximum nominal amount of the share capital increase(s) likely to be decided by the Board of Directors or by the Chief Executive Officer (or Executive Vice-President) and realized by virtue of this delegation, cannot be higher than the entire amount of reserves, proﬁts and/or premium or other sums that may be incorporated into the share capital and which will exist at the moment of the decision to increase the share capital of the Company, not taking into account the amount that may be necessary to preserve, in compliance with the law, the rights of bearers of already issued securities giving right to the shares of the Company. • decide, if necessary, that the rights resulting in fractions of shares are not negotiable and that the corresponding shares shall be sold, the proceeds from such sale being allocated to owners of rights at the latest thirty (30) calendar days after the registration date on their account of the entire number of shares reallocated back to them; deduct from one or several items of the available reserves the sums necessary to bring the legal reserves amount to one tenth of the share capital after each share capital increase; take all measures to ensure good implementation of each share capital increase and to acknowledge the realization of each share capital increase, proceed to the modiﬁcation of the by-laws accordingly and to carry out all relevant legal formalities; take all measures as to allow holders of securities giving right to the capital, to obtain new shares of the Company; delegate to the Chief Executive Officer or in accordance with the latter, to one or several Executive Vice-President(s) the authority to decide on the realization of the capital increase(s), as well as that which is suspended, under the conditions and according to the methods set by the Board of Directors. • • Consequently, the shareholders delegate to the Board of Directors the authority, notably, and without this list being considered as restrictive to: • • • determine the amount and nature of sums to be incorporated in the Company’s share capital; set the number of the Company’s new shares to be issued and which shall be freely allocated or the amount of existing shares which nominal value shall be increased; determine the date, possibly retroactively, from which the Company’s new shares shall be available for use or that at which the increase of the nominal value of the Company’s existing shares shall be effective; • • The shareholders take note that this delegation shall cancel any other previous delegation having the same purpose, and notably the delegation of authority given to the Board of Directors at the Shareholders’ Meeting of May 12, 2010 (resolution 13). D PROPOSED RESOLUTION 14 - DELEGATION OF AUTHORITY GIVEN TO THE BOARD OF DIRECTORS IN ORDER TO PROCEED TO ONE OR SEVERAL SHARE CAPITAL INCREASE(S) RESERVED TO EMPLOYEES Board of Directors’ report: We request that you delegate to the Board of Directors the authority to increase the share capital, in once or several times, to the beneﬁt of employees of the Company and/or of its connected companies within the meaning of article L. 225-180 of the French Commercial Code (represented eventually by a mutual fund (FCPE) to be created and/or subscribing to an employees savings scheme, at the Board of Directors’ choice). This delegation would be valid for 26 months. The maximal number of shares that could be issued would not exceed 3% of the total number of ordinary shares of the Company on this day. The price of the shares to be issued would be determined in accordance with article L.3332-19 of the Labor Code, i.e. based on the stock exchange price. The price of the shares could not be higher than the average share price for the twenty trading sessions preceding the date of the decision setting the subscription period openin

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Extraordinary Shareholders’ Meeting • • that the price of shares to be issued shall be determined by the Board of Directors, in compliance with article L 3332-19 of the Labor Code; to give all rights to the Board of Directors in order: • to implement this delegation, decide and possibly realize the share capital increase in compliance with this resolution, set the ﬁnal amount of said share capital increase(s), determine their dates and modalities, set the price of the new shares, determine the opening and closing dates of the subscription period, determine the date of possession of the new shares, determine the method of payment of their subscriptions, establish the list of beneﬁciaries and the number of shares to be attributed to each of them, • prepare the complementary report describing the ﬁnal conditions of the operation as provided by articles L. 225-129-5 and L. 225-138 of the French Commercial Code, • to put in place, if the Board deems it necessary, an employee saving scheme to be created, which shall be ﬁnanced voluntarily by employees and possibly by contributions made by the Company, if it so decides, • more generally, set the modalities and conditions which shall be realized by virtue of this authorization, take note of the ﬁnal realization of the share capital increase(s), proceed with the modiﬁcation of the by-laws accordingly, take all measures and execute acts and carry out all necessary formalities. The shareholders take note of the fact that this delegation of authority cancels any other previous delegation having the same purpose and notably, the delegation of authority given to the Board of Directors in accordance with resolution 14 adopted at the Shareholders’ Meeting of May 12, 2010. D PROPOSED RESOLUTION 15 - CANCELLATION OF PREFERENTIAL RIGHTS OF SUBSCRIPTION REGARDING THE SHARE CAPITAL INCREASE(S) RESERVED TO EMPLOYEES Board of Directors’ report: We propose that you cancel, in accordance with the provisions of article L. 225-138 of the French Commercial Code, the shareholders’ preferential rights of subscription to shares which shall be issued within the scope of the share capital increase(s) which shall be decided in compliance with the previous resolution and to reserve the issuing to employees of the Company and/or of companies which are bound to it, having, on the date of the opening of the subscription, a seniority of at least three months (and who are not on a prior notice period), represented eventually by a mutual fund (FCPE) to be created and/or subscribed to an employees savings scheme to be created, which shall be ﬁnanced voluntarily by employees and eventually by contribution by the Company should the Board of Directors so decides. We remind you that, in accordance with article L. 225-138 I of the French Commercial Code, the complementary report to be established by the Board of Directors, if the Board used the delegation mentioned in resolution 14, would be certiﬁed by the Auditors. Proposed resolution 15 - Cancellation of preferential rights of subscription regarding the share capital increase(s) reserved to employees The shareholders, after having considered the Board of Directors’ report, decide to cancel, in accordance with the provisions of article L. 225-138 of the French Commercial Code, the shareholders’ preferential rights of subscription to shares which shall be issued within the scope of the share capital increase(s) which shall be decided in compliance with the previous resolution and to reserve the issuing to employees of the Company and/or of companies which are bound to it, having, on the date of the opening of the subscription, a seniority of at least three months (and who are not on a prior notice period), represented eventually by a mutual fund (FCPE) to be created and/or subscribed to an employees savings scheme to be created, which shall be ﬁnanced voluntarily by employ

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Ordinary and Extraordinary Shareholders’ Meeting 7.3. Ordinary and Extraordinary Shareholders’ Meeting D PROPOSED RESOLUTION 16 – AUTHORIZATION TO PERFORM FORMALITIES Board of Directors’ report: This resolution allows the performance of the legal formalities following the present Meeting. Proposed resolution 16 – Authorization to perform formalities The shareholders grant full power to the bearer of a copy or of an excerpt of the present document to carry out any and all required legal formalities. 7 BIC Group - 2011 Registration Document 207

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Statutory Auditors’ report on the reduction in capital by the cancellation of repurchased shares 7.4. Statutory Auditors’ report on the reduction in capital by the cancellation of repurchased shares D ORDINARY AND EXTRAORDINARY SHAREHOLDER’S MEETING OF MAY 10, 2012 (10th RESOLUTION) This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. This report should be read in conjunction, and construed in accordance with, French law and professional auditing standards applicable in France. To the Shareholders, In our capacity as Statutory Auditors of your Company and in compliance with Article L.225-209 of the French Commercial Code (Code de commerce) in respect of the reduction in capital by the cancellation of repurchased shares, we hereby report on our assessment of the terms and conditions of the proposed reduction in capital. Your Board of Directors requests that it be authorized, for a period of 18 months from the Shareholder’s Meeting date, to proceed with one or several cancellation of shares the Company was authorized to repurchase pursuant to the provisions of the above-mentioned article, representing an amount not exceeding 10% of its total capital at the Shareholder’s meeting date by periods of 24 months; this authorization to repurchase shares, representing an amount not exceeding 10% of its total capital at the acquisition date of the shares, is presented to your Shareholders’ Meeting for approval (5th resolution) would be given for a period of 18 months. We performed the procedures that we deemed necessary in accordance with the professional guidelines of the French Institute of Statutory Auditors (Compagnie Nationale des Commissaires aux Comptes) relating to this type of engagement. These procedures consisted in verifying that the terms and conditions for the proposed reduction, which is not liable to infringe the shareholder’s equality are fair. We have no matters to report on the terms and conditions of the proposed reduction in capital, which can be carried out only after your Shareholders’ Meeting has already approved the repurchase by your Company of its own shares. Paris and Neuilly-sur-Seine, February 28, 2012 The Statutory Auditors Grant Thornton French Member of Grant Thornton International Gilles HENGOAT Jean-François VIAT Deloitte & Associés 208 BIC Group - 2011 Registration Document

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Statutory Auditors’ report on the issuance of new ordinary shares and/or securities with maintenance of preferential subscription rights 7.5. Statutory Auditors’ report on the issuance of new ordinary shares and/or securities with maintenance of preferential subscription rights D COMBINED SHAREHOLDERS’ MEETING OF MAY 10, 2012 (11th AND 12th RESOLUTIONS) This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. This report should be read in conjunction, and construed in accordance with, French law and professional auditing standards applicable in France. To the Shareholders, In our capacity as Statutory Auditors of your Company and in accordance with the terms provided for in Article L. 228-92 of the French Commercial Code (Code de commerce), we hereby report on the proposed delegation of authority to the Board of Directors to decide the issue, on one or more occasions, of new ordinary shares and/or securities giving, immediately or in the future, access to capital, with maintenance of preferential subscription rights, a transaction upon which you are being called to vote. The par value amount of capital increases likely to be performed immediately or in the future may not exceed €50 million for issues of ordinary shares and €650 million for issues of hybrid securities, this amount includes the par value amount of the shares to which these securities will be eligible. These caps reﬂect the additional number of shares or securities to be created in accordance with Article L. 225-135-1 of the Code de commerce, should you adopt the 12th resolution. Based on its report, the Board of Directors asks you to delegate it the power, for a period of 26 months, to decide and set the terms and conditions of this issuance. If necessary, the Board will be responsible for determining the ﬁnal issuance terms and conditions of this transaction. It is the Board of Directors’ responsibility to prepare a report in accordance with Article R. 225-113 et seq. of the French Commercial Code. Our role is to express an opinion on the fairness of the quantiﬁed data extracted from the ﬁnancial statements and on certain other information pertaining to the issuance as presented in this report. We performed the procedures that we considered necessary in accordance with the professional guidelines of the French National Institute of Statutory Auditors (Compagnie Nationale des Commissaires aux Comptes) applicable to this engagement. Such procedures consisted in verifying the content of the Board of Directors’ report as it relates to this transaction and the methods used to determine the issue price of the equity securities to be issued. As this report does not specify the methods for determining the issue price of shares to be issued, we cannot express our opinion on the procedures used for determining the issue price. As the ﬁnal terms and conditions under which the issuance will be performed have not been determined, we cannot express our opinion on them. In accordance with Article R. 225-116 of the French Commercial Code, we will issue an additional report, if applicable, when this delegation is used by the Board of Directors in the event of issuance of securities giving access to capital. Paris and Neuilly-sur-Seine, February 28, 2012 The Statutory Auditors Grant Thornton French Member of Grant Thornton International Gilles HENGOAT Jean-François VIAT Deloitte & Associés 7 BIC Group - 2011 Registration Document 209

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7 - Board of Directors’ report and proposed resolutions of the Shareholders’ Meeting of May 10, 2012 Statutory Auditors’ report on the capital increase reserved for employees 7.6. Statutory Auditors’ report on the capital increase reserved for employees D COMBINED SHAREHOLDERS’ MEETING OF MAY 10, 2012 (14TH RESOLUTION) This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. This report should be read in conjunction, and construed in accordance with, French law and professional auditing standards applicable in France. To the Shareholders, As Statutory Auditors of your Company and pursuant to Articles L. 225-135 et seq. of the French Commercial Code (Code de Commerce), we hereby report on the proposed delegation of powers to the Board of Directors to decide a capital increase via the issue of ordinary shares with cancellation of preferential subscription rights reserved for employees of the Company and or French and foreign companies that are affiliated to it within the meaning of Article L. 225-180 of the French Commercial Code for an amount not exceeding more than 3% of share capital at the date of issuance, a transaction upon which you are being called to vote. This capital increase is submitted to your approval pursuant to Articles L. 225-129-6 of the French Commercial Code and L. 3332-18 et seq. of the French Labor Code (Code du Travail). Based on its report, the Board of Directors asks you to delegate it the power, for a period of 26 months, to decide a capital increase and cancel your preferential subscription rights to the shares to be issued. If necessary, the Board will be responsible for determining the ﬁnal issuance terms and conditions of this transaction. It is the responsibility of the Board of Directors to prepare a report in accordance with Articles R. 225-113 and R. 225-114 of the French Commercial Code. Our role is to express an opinion on the fair presentation of the quantiﬁed information extracted from the accounts, on the proposed cancellation of preferential subscription rights and on certain other information concerning the transaction, contained in this report. We performed the procedures that we deemed necessary in accordance with the professional guidelines of the French Institute of Statutory Auditors (Compagnie Nationale des Commissaires aux Comptes) relating to this type of engagement. These procedures consisted in verifying the content of the Board of Directors’ report in respect of this transaction and the terms and conditions governing the determination of the issue price of shares. Subject to a subsequent review of the proposed capital increase, we have no comments on the terms and conditions governing the determination of the issue price presented in the Board of Directors’ report. As the terms and conditions of the capital increase have not yet been set, we cannot express an opinion on them and, as such, on the proposed cancellation of preferential subscription rights presented for your approval. In accordance with Article R. 225-116 of the French Commercial Code, we will issue an additional report when your Board of Directors uses this delegation. Paris and Neuilly-sur-Seine, February 28, 2012 The Statutory Auditors Grant Thornton French Member of Grant Thornton International Gilles HENGOAT Jean-François VIAT Deloitte & Associés 210 BIC Group - 2011 Registration Document

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8 ADDITIONAL INFORMATION 8.1. Documents on display 8.2. Annual information report 8.3. Person responsible 8.4. Statutory Auditors 212 212 214 215 8.7. Cross reference table with the management report of the Board 8.8. Cross reference table in accordance with the “CSR” draft decree 220 8.6. Cross reference table with the annual ﬁnancial report 219 8.5. Cross reference table required under European Commission Regulation n°809/2004 216 221 BIC Group - 2011 Registration Document 211

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8 - Additional information Documents on display 8.1. Documents on display D MEMORANDUM AND ARTICLES OF INCORPORATION See Chapter 6. Information on the Company. D FINANCIAL HISTORIC INFORMATION 2009 and 2010 registration documents are available on SOCIÉTÉ BIC website (www.bicworld.com). D 2011 ANNUAL INFORMATION REPORT See Annual Information report. 8.2. Annual information report (Article 221-1-1 of the Paris Stock Exchange Authority’s General Regulations) List of the information published or made public over the past twelve months related to the quotation of the shares on Euronext Paris. D PRESS RELEASES AVAILABLE ON WWW.INFO-FINANCIERE.FR AND ON THE COMPANY’S WEBSITE: WWW.BICWORLD.COM DATE February 16, 2011 February 22, 2011 March 15, 2011 April 20, 2011 April 27, 2011 May 11, 2011 August 3, 2011 October 19, 2011 November 30, 2011 February 15, 2012 February 16, 2012 February 28, 2012 HEADING Full Year 2010 Results Divestiture of Gumtac BIC_APCOInsight - Lighter Safety Survey 2011 1st Quarter 2011 Results Sologear acquisition Report of the Joint Extraordinary and Ordinary Shareholders’ Meeting held on May 11, 2011 1st Half 2011 Results 9 months 2011 Results Angstrom Power acquisition Full Year 2011 Results Cello Arbitration - Favourable decision Development in Africa and Middle East D OTHER PERMANENT OR OCCASIONAL INFORMATION AVAILABLE ON WWW.INFO-FINANCIERE.FR AND/OR ON THE COMPANY’S WEBSITE: WWW.BICWORLD.COM DATE January 6, 2011 January 6, 2011 January 6, 2011 February 3, 2011 February 3, 2011 February 28, 2011 HEADING Disclosure of trading in own shares for December 2010 Disclosure of total number of voting rights and number of shares forming the capital as of December 31, 2010 Half year assessment of the BIC liquidity contract signed with Natixis Securities (only in French) Disclosure of trading in own shares for January 2011 Disclosure of total number of voting rights and number of shares forming the capital as of January 31, 2011 Disclosure of trading in own shares from February 21 to 25, 2011 212 BIC Group - 2011 Registration Document

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8 - Additional information Annual information report DATE March 8, 2011 March 8, 2011 March 8, 2011 March 14, 2011 March 22, 2011 March 28, 2011 March 29, 2011 April 1, 2011 April 5, 2011 April 7, 2011 May 2, 2011 May 5, 2011 May 5, 2011 May 9, 2011 May 25, 2011 June 8, 2011 June 8, 2011 June 14, 2011 June 21, 2011 June 22, 2011 June 27, 2011 July 5, 2011 July 6, 2011 July 6, 2011 July 6, 2011 August 3, 2011 August 16, 2011 August 16, 2011 August 22, 2011 August 25, 2011 August 25, 2011 August 29, 2011 September 5, 2011 September 6, 2011 September 6, 2011 September 19, 2011 September 27, 2011 October 7, 2011 October 7, 2011 October 24, 2011 November 3, 2011 November 7, 2011 November 7, 2011 November 7, 2011 November 14, 2011 November 21, 2011 HEADING Disclosure of trading in own shares for February 2011 Disclosure of total number of voting rights and number of shares forming the capital as of February 28, 2011 Disclosure of trading in own shares from February 25 to March 4, 2011 Disclosure of trading in own shares from March 7 to 11, 2011 Disclosure of trading in own shares from March 14 to 18, 2011 Disclosure of trading in own shares from March 21 to 25, 2011 Terms of availability of the Shareholders’ Meeting (May 11, 2011) preparatory documents (only in French) Release and availability of 2010 registration document Disclosure of trading in own shares for March 2011 Disclosure of total number of voting rights and number of shares forming the capital as of March 31, 2011 Disclosure of trading in own shares from April 25 to 29, 2011 Disclosure of trading in own shares for April 2011 Disclosure of total number of voting rights and number of shares forming the capital as of April 30, 2011 Disclosure of trading in own shares from May 2 to 6, 2011 Disclosure of trading in own shares from May 16 to 20, 2011 Disclosure of total number of voting rights and number of shares forming the capital as of May 31, 2011 Disclosure of trading in own shares for May 2011 Disclosure of trading in own shares from June 6 to 10, 2011 Disclosure of trading in own shares from June 13 to 17, 2011 Description of the Share Repurchase Program Disclosure of trading in own shares from June 20 to 24, 2011 Half year assessment of the BIC liquidity contract signed with Natixis Securities Disclosure of trading in own shares from June 27 to July 01, 2011 Disclosure of trading in own shares for June 2011 Disclosure of total number of voting rights and number of shares forming the capital as of June 30, 2011 Release and availability of the 1st Half 2011 Financial Report Disclosure of trading in own shares from August 1 to 5, 2011 Disclosure of trading in own shares from August 8 to 12, 2011 Disclosure of trading in own shares from August 15 to 19, 2011 Disclosure of trading in own shares for July 2011 Disclosure of total number of voting rights and number of shares forming the capital as of July 31, 2011 Disclosure of trading in own shares from August 22 to 26, 2011 Disclosure of trading in own shares from August 29 to September 2, 2011 Disclosure of trading in own shares for August 2011 Disclosure of total number of voting rights and number of shares forming the capital as of August 31, 2011 Disclosure of trading in own shares from September 12 to 16, 2011 Disclosure of trading in own shares from September 19 to 23, 2011 Disclosure of trading in own shares for September 2011 Disclosure of total number of voting rights and number of shares forming the capital as of September 30, 2011 Disclosure of trading in own shares from October 17 to 21, 2011 Disclosure of trading in own shares from October 24 to 28, 2011 Disclosure of trading in own shares from October 31 to November 4, 2011 Disclosure of trading in own shares for October 2011 Disclosure of total number of voting rights and number of shares forming the capital as of October 31, 2011 Disclosure of trading in own shares from November 7 to 11, 2011 Disclosure of trading in own shares from November 14 to 18, 2011

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8 - Additional information Person responsible DATE November 28, 2011 December 7, 2011 December 7, 2011 January 9, 2012 January 9, 2012 January 16, 2012 HEADING Disclosure of trading in own shares from November 21 to 25, 2011 Disclosure of trading in own shares for November 2011 Disclosure of total number of voting rights and number of shares forming the capital as of November 30, 2011 Disclosure of trading in own shares for December 2011 Half year assessment of the BIC liquidity contract signed with Natixis Securities Disclosure of total number of voting rights and number of shares forming the capital as of December 31, 2011 D INFORMATION PUBLISHED IN THE BULLETIN OF THE OBLIGATORY LEGAL ADVERTISEMENTS (BALO) AVAILABLE ON THE WEBSITE: WWW.JOURNAL-OFFICIEL.GOUV.FR DATE March 28, 2011 TYPE OF INFORMATION Notiﬁcation of the Annual Shareholders’ Meeting of May 11, 2011 D INFORMATION DEPOSITED AT THE CLERK’S OFFICE OF THE COMMERCIAL COURT OF NANTERRE DATE March 15, 2011 June 6, 2011 June 9, 2011 January 4, 2012 TYPE OF INFORMATION Share capital increase and decrease Release in Le Quotidien Juridique of February 21, 2011 Share capital decrease Release in Le Quotidien Juridique of May 23, 2011 Deposit of the full year 2010’s statutory and consolidated ﬁnancial statements Share capital increase and decrease Release in Le Quotidien Juridique of December 23, 2011 D OTHER RELEASES DATE April 21, 2011 TYPE OF INFORMATION Notiﬁcation of the Annual Shareholders’ Meeting of May 11, 2011 MEDIUM Le Quotidien Juridique 8.3. Person responsible D NAME AND FUNCTION Mario Guevara Chief Executive Officer loss of the Company and the undertakings in the consolidation taken as a whole, and that the management report, referenced in the cross reference table, includes a fair review of the development and performance of the business, proﬁt or loss and ﬁnancial position of the Company and the undertakings in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face. I have received a letter from the Statutory Auditors, conﬁrming that they have completed, in accordance with the professional standards applicable in France, the work necessary to verify the information related to the ﬁnancial statements included in this registration document. The Auditors also conﬁrmed that they reviewed the document in its entirety.” On March 26, 2012, Mario Guevara Chief Executive Officer D DECLARATION BY RESPONSIBLE PERSON OF THE REGISTRATION DOCUMENT “I certify that I have taken all reasonable care to ensure that the information contained in this registration document is, to the best of my knowledge, accurate and does not omit any material fact. I certify that to the best of my knowledge, the accounts are prepared in accordance with the applicable set of accounting standards and give a true and fair view of the assets, liabilities, ﬁnancial position and proﬁt or 214 BIC Group - 2011 Registration Document

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8 - Additional information Statutory Auditors 8.4. Statutory Auditors D NAMES AND ADDRESSES Statutory Auditors The Statutory Auditors issue reports on statutory and consolidated accounts of SOCIÉTÉ BIC: D CHANGE OF STATUTORY AUDITORS There was no change of Statutory Auditors at the Annual Shareholders’ Meeting held on May 11, 2011. Deloitte & Associés Represented by Mr. Jean-François Viat 185, avenue Charles de Gaulle 92200 Neuilly-sur-Seine Tel.: +33 1/40.88.28.00 Deloitte & Associés was appointed as Statutory Auditor for SOCIÉTÉ BIC for the ﬁrst time at the Extraordinary General Shareholders’ Meeting on May 4, 1999. The mandate of Deloitte & Associés as Statutory Auditors is in place for a period of six ﬁscal years and was renewed at the Annual Shareholders’ Meeting on May 11, 2011. It will expire in 2017 at the General Shareholders’ Meeting conﬁrming the accounts for ﬁscal year 2016, which close December 31, 2016. D FEES OF THE AUDITORS AND THE MEMBERS OF THEIR NETWORKS Joint audit ﬁrms’ yearly audit fees included in the Group income statement are presented in Note 29 to the consolidated ﬁnancial statements. D AUDITING OF HISTORICAL ANNUAL FINANCIAL INFORMATION Audited historical annual ﬁnancial information and related Auditors’ report for ﬁnancial years 2009 and 2010 have been presented in previous registration documents, which have been duly ﬁled with the Autorité des Marchés Financiers (Paris Stock Exchange Authority) (respectively No. D.10-0202 and No. D.11-0206). They are also avalaible on the website of the Group. Grant Thornton Represented by Mr. Gilles Hengoat 100, rue de Courcelles 75017 Paris Tel.: +33 1/56.21.03.03 The Company Grant Thornton was appointed as Statutory Auditor for SOCIÉTÉ BIC for the ﬁrst time at the Ordinary General Shareholders’ Meeting on May 23, 2007, in replacement of the Company BDO Marque & Gendrot, outgoing, for the remaining period of the mandate of the latter. The mandate of Grant Thornton as Statutory Auditors was renewed at the Annual Shareholders’ Meeting on May 11, 2011. It will expire in 2017 at the General Shareholders’ Meeting conﬁrming the accounts for ﬁscal year 2016, which close December 31, 2016. D INTERIM AND OTHER FINANCIAL INFORMATION Quarterly ﬁnancial information has not been audited. Half Year and annual ﬁnancial information have been audited. Substitute Auditors Société BEAS was appointed as Substitute Auditor for the ﬁrst time at the Annual Shareholders’ Meeting on May 19, 2005. The mandate was renewed at the Annual Shareholders’ Meeting on May 11, 2011 for the same period as that of Deloitte & Associés. The Company Institut de Gestion et d’Expertise Comptable – IGEC – was appointed as Substitute Auditor for the first time at the Annual Shareholders’ Meeting on May 23, 2007, in replacement of Mr. Patrick Giffaux, outgoing. The mandate was renewed at the Annual Shareholders’ Meeting on May 11, 2011 for the same period as that of Grant Thornton. 8 BIC Group - 2011 Registration Document 215

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8 - Additional information Cross reference table required under European Commission Regulation n°809/2004 8.5. Cross reference table required under European Commission Regulation n°809/2004 The table below provides cross references between the pages in the registration document and the key information required under European Commission Regulation (EC) No. 809/2004 implementing EC Directive 2003/71/EC of the European Parliament and of the Council. IN ACCORDANCE WITH THE COMMISSION REGULATION (CE) N° 809/2004 1. PERSON RESPONSIBLE Name and function Declaration by responsible person 2. STATUTORY AUDITORS Names and addresses Change of Statutory Auditors Fees of the Auditors and the members of their networks 3. SELECTED FINANCIAL INFORMATION Selected historical ﬁnancial information over the past three ﬁnancial years Selected ﬁnancial information for interim periods 4. RISK FACTORS Market risks Legal risks Environment-related risks Insurance – Coverage of any risks to which the issuer may be exposed Other special risks 5. INFORMATION ABOUT THE ISSUER History and development of the issuer Investments 6. BUSINESS OVERVIEW Principal activities Principal markets Exceptional factors Dependence of the issuer on patents or licences, industrial, commercial or ﬁnancial contracts or new manufacturing processes Basis of statements made by the issuer regarding its competitive position 7. ORGANIZATIONAL STRUCTURE Description of the Group Signiﬁcant subsidiaries 8. PROPERTY, PLANT AND EQUIPMENT Existing material tangible ﬁxed assets, including leased properties, and any major encumbrances thereon Environmental issues that may affect the issuer’s utilization of the tangible ﬁxed assets 18-19; 121-122 32-40 10-17 150-154; 175 4-5; 16-17; 84-88 10-14 N/A N/A 10-14; 84-90 16-17; 182 93-94; 115-117; 150-154 20; 92; 129-131; 143-148 20 21 22 21-23 6-10; 84-91; 93; 99-155; 157-177; 215 N/A 215 215 155 ; 215 214 214 PAGES 216 BIC Group - 2011 Registration Document

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8 - Additional information Cross reference table required under European Commission Regulation n°809/2004 IN ACCORDANCE WITH THE COMMISSION REGULATION (CE) N° 809/2004 9. OPERATING AND FINANCIAL REVIEW Financial condition Operating results 10. CAPITAL RESOURCES Information on capital resources Sources, amounts and narrative description of cash ﬂows Borrowings requirements and funding structure Information regarding any restrictions on the use of capital resources that have affected or could materially affect, directly or indirectly, the issuer’s operations Anticipated sources of funds needed to fulﬁll commitments referred to in items 5.2.3. (future investments) and 8.1. (encumbrances on tangible ﬁxed assets) 11. 12. RESEARCH AND DEVELOPMENT, PATENTS AND LICENCES TREND INFORMATION Most signiﬁcant recent trends in production, sales and inventory, and costs and selling prices since the end of the last ﬁnancial year to the date of the registration document Known trends, uncertainties, demands, commitments or events that are reasonably likely to have a material effect on the issuer’s prospects 13. 14. PROFIT FORECASTS OR ESTIMATES ADMINISTRATIVE, MANAGEMENT, AND SUPERVISORY BODIES AND SENIOR MANAGEMENT Names, business addresses and functions in the issuer and outside (when signiﬁcant) Administrative, management and supervisory bodies and Senior Management conﬂicts of interests 15. REMUNERATION AND BENEFITS Amount of remuneration paid and beneﬁts in kind granted by the issuer and its subsidiaries Amount set aside or accrued by the issuer or its subsidiaries to provide pension, retirement or similar beneﬁts 16. BOARD PRACTICES Date of expiration of the current term of office Members of the administrative, management or supervisory bodies’ service contracts with the issuer or any of its subsidiaries Information about the issuer’s Audit Committee and Remuneration Committee Compliance with the country’s of incorporation corporate governance regime 17. EMPLOYEES Number of employees and breakdown by main category of activity Shareholdings and stock options of Corporate Officers Arrangements for involving the employees in the capital of the issuer 18. MAJOR SHAREHOLDERS Person other than a member of the administrative, management or supervisory bodies who, directly or indirectly, has an interest in the issuer’s capital or voting rights which is notiﬁable under the issuer’s national law Major Shareholders with different voting rights Measures in place to ensure that control is not abused Arrangement which may at subsequent date result in a change in control of the issuer PAGES 6-10; 91 86-88; 100; 118-119 102-103 104-105 136-137 N/A N/A 15; 112-113; 118; 127-128 94-95 N/A 94-95 54-62 63 63-71 63-71; 138-142 54-62 N/A 74-75 72 47 67-69; 133-136 71; 133-136 187-188 187-188 N/A N/A 8 BIC Group - 2011 Registration Document 217

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8 - Additional information Cross reference table required under European Commission Regulation n°809/2004 IN ACCORDANCE WITH THE COMMISSION REGULATION (CE) N° 809/2004 19. RELATED PARTIES TRANSACTIONS Nature and extent of any transaction Amount or percentage to which related party transactions form part of the net sales of the issuer FINANCIAL INFORMATION CONCERNING THE ISSUER’S ASSETS AND LIABILITIES, FINANCIAL POSITION AND PROFITS AND LOSSES Historical ﬁnancial information Proforma ﬁnancial information Financial statements Auditing of historical annual ﬁnancial information Age of latest ﬁnancial information Interim and other ﬁnancial information Dividend policy Legal and arbitration proceedings Signiﬁcant change in the issuer’s ﬁnancial or trading position 21. ADDITIONAL INFORMATION Share capital Memorandum and articles of incorporation 22. 23. 24. 25. MATERIAL CONTRACTS THIRD PARTY INFORMATION AND STATEMENT BY EXPERTS AND DECLARATION OF ANY INTEREST DOCUMENTS ON DISPLAY INFORMATION ON HOLDINGS PAGES 148; 180 N/A 20. 99-155; 157-177; 215 N/A 99-155; 157-177 156; 178-179; 215 99-155; 157-177 215 93 20; 95 182 184-188 182-183 N/A N/A 212-214 N/A 218 BIC Group - 2011 Registration Document

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8 - Additional information Cross reference table with the annual ﬁnancial report 8.6. Cross reference table with the annual financial report The 2011 registration document contains all of the information in the annual ﬁnancial report governed by Article L. 451-1-2 of the French Monetary and Financial Code. To make this information easier to ﬁnd, the following cross-reference table lists it by main topic. N° INFORMATION Annual Financial Report PAGES 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. Statutory accounts Consolidated ﬁnancial statements Statutory Auditors’ report on the ﬁnancial statements Statutory Auditors’ report on the consolidated ﬁnancial statements Management report including, at least, information mentioned in Articles L. 225-100, L. 225-100-2, L. 225-100-3 and L. 225-211 alinea 2 of the French Commercial Code Declaration by responsible person of the registration document Auditors’ fees Chairman’s report on the Board of Directors functioning and on the internal control procedures implemented by the Company Statutory Auditors’ report on the report prepared by the Chairman of the Board of Directors List of the information published or made public over the past twelve months related to the quotation of the shares on Euronext Paris 157-177 99-155 178-179 156 220 214 155 72-81 82 212-214 8 BIC Group - 2011 Registration Document 219

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8 - Additional information Cross reference table with the management report of the Board 8.7. Cross reference table with the management report of the Board This registration document includes all of the information in the management report of the Board of the BIC Group, as provided for in Articles L. 225-100 and L. 225-100-2 of the French Commercial Code. The following table cross-refers each section of the management report of the Board to the corresponding pages of the registration document. N° INFORMATION Management report of the Board PAGES 1. 2. 3. 4. 5. 6 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. Business review/Results/Financial position and performance indicators The Company’s use of ﬁnancial instruments, where material for the assessment of its assets, liabilities, ﬁnancial position and proﬁt or loss Description of the main risks and uncertainties Material acquisitions of equity interests in companies with their head office in France Subsequent events/Outlook Dividends paid over the past three years Exposure to interest-rate, currency and equity risks Purchases and sales of Company shares Compensation of corporate officers Trading in the Company’s shares by management Main functions and directorships held by corporate officers Arrangements which may have a bearing in the event of a takeover bid Ownership structure Adjustments to the rights of holders of share equivalents Social responsibility and environmental information Research and development activities Terms of payment of trade payables of SOCIÉTÉ BIC APPENDICES 4-10; 84-91 92 20-23; 92 N/A 94-95; 182 93 20; 92 189 63-71 71 54-62 188 187 N/A 25-51 15 177 18. 19. 20. Table of authorisations to issue new shares and share equivalents Five-year ﬁnancial summary Report of the Chairman of the Board of Directors 184-185 177 72-81 220 BIC Group - 2011 Registration Document

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8 - Additional information Cross reference table in accordance with the “CSR” draft decree 8.8. Cross reference table in accordance with the “CSR” draft decree HEADINGS General Information Environmental, social and labor-related trends (short-, medium- and long-term actions or programs implemented by the Company and its subsidiaries) Information which, as regards the businesses or organization, may not be provided or does not appear relevant WORKFORCE INFORMATION Employment Total workforce (breakdown of employees by gender and geographic area) Hirings (permanent and ﬁxed-term contracts, recruitment problems if any) Layoffs (reasons, redeployment, rehiring, support measures) Compensation (changes in compensation, payroll contributions, proﬁt sharing, stock ownership and employee savings plans) Organization of working time Organization of working time (workday of full- and part-time employees, overtime, outside contractors) Absenteeism (reasons) Labor relations Organization of employer-employee relations (rules and procedures governing information, consultation and negotiation with employees) Collective bargaining agreements Social welfare initiatives Health and safety Health and safety conditions Agreements signed with unions or employee representatives as regards occupational health and safety Frequency and severity of occupational accidents and recording of occupational disease Compliance with the fundamental conventions of the International Labour Organization Training Total number of training hours Speciﬁc vocational training programs for employees Diversity and equal opportunity (policies implemented and actions taken in favor of) Gender equality Employment of and outreach programs for disabled persons Fight against discrimination and promotion of diversity ENVIRONMENTAL DATA Overall environmental policy Organization of the Company and environmental assessment or certiﬁcation efforts Training and information given to employees with regard to environmental protection Resources dedicated to preventing environmental risks and pollution Amount of provisions and guarantees for environmental risks Pollution and waste management Prevention, reduction or remediation of emissions into the air, water and ground that seriously impact the environment Waste prevention, recycling and disposal Account taken of noise pollution 33-34; 40 38-39 34 32-33 32-33 33 40 N/A 51 30-31; 51 33 51 30; 32; 42 50 49 30; 42 50 51 51 30; 40; 47; 49 49 47-48 47-49 N/A 50 27 N/A PAGES 8 221 BIC Group - 2011 Registration Document

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8 - Additional information Cross reference table in accordance with the draft “CSR” decree ENVIRONMENTAL DATA Account taken of any other form of pollution speciﬁc to a particular business Sustainable use of resources Water consumption and supply in accordance with local requirements Consumption of raw materials and measures taken to make more effective use thereof Energy consumption and measures taken to improve energy efficiency and use of renewable energy Land use Adapting to and combating climate change Greenhouse gas emissions Account taken of the impact of climate change Protection of biodiversity Measures taken to mitigate negative impacts on biological diversity, natural habitats and protected animal and plant species SOCIETAL INFORMATION Territorial, economic and social impact of operations Impact of operations on employment and regional development Impact of operations on neighboring local communities Relations with stakeholders Conditions of dialogue with stakeholders Support, partnership or sponsorship actions Subcontracting and suppliers Account taken of social and environmental issues in the purchasing policy Signiﬁcance of subcontracting Social and environmental responsibility in relations with suppliers and subcontractors Fair trade practices Actions to prevent all forms of corruption Measures in favor of consumer health and safety Actions in favor of human rights PAGES 33-34 34-35 36-38 35-36 34 35-36 N/A 34 34 43-44 43-46 31 44-46 43 42-43 42-43 41 41 42-43 222 BIC Group - 2011 Registration Document

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INVESTORS RELATIONS 14, RUE JEANNE D’ASNIÈRES 92611 CLICHY CEDEX – FRANCE TEL : 33 (0) 1 45 19 52 26 EMAIL : investors.info@bicworld.com LIMITED COMPANY CAPITAL EUROS 182,206,275.96 DIVIDED INTO 47,697,978 SHARES OF EUROS 3.82 QUOTED ON EUROLIST EURONEXT PARIS ISIN: FR0000120966 MNEMONIC: BB CONTINUOUS QUOTATION 552.008.443 REGISTERED IN NANTERRE, FRANCE

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SOCIÉTÉ BIC - 92611 Clichy Cedex (France) www.bicworld.com