2021 Universal Registration Document

Text of the resolutions 9 GENERAL MEETING

Requiring the approval of the Extraordinary General Meeting Resolution 18 Authorisation to be granted to the Board of Directors to retire any shares that the Company may have acquired and to reduce the share capital accordingly The shareholders at the General Meeting, having fulfilled the quorum and majority requirements for Extraordinary General Meetings, and having reviewed the Board of Directors’ report and the Statutory Auditors’ special report, and in accordance with the provisions of Article L. 22-10-62 of the French Commercial Code: authorise the Board of Directors to retire, on one or several 1. occasions, at its sole discretion, all or a portion of the treasury shares held by the Company bought back under any authorisation granted to the Board of Directors by the aforementioned article, up to a limit of 10% of the share capital assessed at the date of the retirement of shares over each 24-month period; resolve to reduce the Company’s share capital as a consequence 2. of the retirement of these shares, to the extent decided, where applicable, by the Board of Directors under the aforementioned conditions; grant all powers to the Board of Directors, including the ability 3. to subdelegate these powers, in order to perform the transaction(s) authorised under this resolution, and in particular to charge against additional paid-in capital or other distributable reserves of its choosing the difference between the redemption value of the retired shares and their nominal value, amend the Articles of Association accordingly and carry out all legally required formalities; set the duration of this authorisation for a period of 26 months 4. with effect from the date of this General Meeting and acknowledge that this authorisation supersedes, in relation to the unused portion, any previous authorisation having the same purpose. Resolution 19 Delegation of authority to be granted to the Board of Directors to issue ordinary shares and/or other securities giving access to the Company’s share capital and/or the share capital of its subsidiaries and/or carrying entitlement to the Company’s The shareholders at the General Meeting, having fulfilled the quorum and majority requirements for Extraordinary General Meetings, and having reviewed the Board of Directors’ report and the Statutory Auditors’ special report, and in accordance with the provisions of Articles L. 225-129-2, L. 225-132 et seq., L. 22-10-49, L. 228-92 and L. 228-93 of the French Commercial Code: delegate authority to the Board of Directors to decide, except 1. during a public tender offer for the Company’s shares, to increase the Company’s share capital: to issue, on one or more occasions, in France and/or 1.1 internationally: ordinary shares in the Company, or a) equity securities giving access to other equity securities b) either of the Company or of any company in which more than half of the share capital is held directly or indirectly by the Company (a “Subsidiary”) and/or that confer the right to acquire debt securities issued by the Company or a Subsidiary, or debt securities, with pre-emptive subscription rights for shareholders, subject to an upper limit of 50% of the Company’s share capital

debt securities giving access to equity securities to be c) issued by the Company or a Subsidiary, whether free of charge or for consideration, Ordinary shares may only be denominated in euros. 1.2 Securities other than ordinary shares may be denominated in euros, in a foreign currency or in a unit of account based on several currencies and may be paid up when subscribed in cash, by offsetting liquid receivables due for payment, or through capitalisation of reserves, profits or share premiums; establish as follows the limits of the issues thus authorised: 2. the total nominal amount of any such capital increases to 2.1 be carried out may not exceed 50% of the nominal share capital (hereinafter “Limit A1”) or the equivalent amount in foreign currencies or in units of account set by reference to several currencies, it being understood that: the share capital will be assessed at the date when the a) Board of Directors makes use of this delegation of powers, any capital increases carried out pursuant to the b) authorisations in this resolution and in Resolutions 20, 21, 23, 24 and 25 hereinafter, subject to their adoption at this General Meeting, count against this aggregate limit, this will be supplemented by any additional number of c) shares to be issued to protect the rights of holders of securities or other rights giving access to the share capital of the Company, in accordance with legal and regulatory provisions and any contractual clauses providing for other adjustments, the total amount of issues of debt securities carried out 2.2 pursuant to this delegation of authority may not exceed €2 billion (or the equivalent of this amount in foreign currencies or in units of account based on several currencies) (hereinafter “Limit DS”), it being specified that: any issues of debt securities carried out pursuant to the a) authorisations in this resolution and in Resolutions 20, 21, 23, 24 and 25 hereinafter, subject to their adoption at this General Meeting, count against this aggregate limit, the amount of any redemption premium above par will b) be added to this, and this amount is independent and distinct from the c) amount of debt securities the issue of which may be decided or authorised by the Board of Directors in accordance with the provisions of Articles L. 228-36-A, L. 228-40. L. 228-92 paragraph 3, L. 228-93 paragraph 6 and L. 228-94 paragraph 3 of the French Commercial Code; in the event that the Board makes use of this delegation of 3. authority: formally note that existing shareholders have pre-emptive 3.1 rights to subscribe for shares and/or securities issued under the terms of this resolution, in proportion to the total value of their shares, resolve, in accordance with the provisions of 3.2 Article L. 225-134 of the French Commercial Code, that the Board of Directors may establish a subscription right for new shares as of right and excess new shares, where, in this case, a capital increase as defined above is not fully subscribed by way of subscriptions for new shares as of right on the basis of existing shares as well as, if applicable, subscriptions for excess new shares, the Board of Directors

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SOPRA STERIA UNIVERSAL REGISTRATION DOCUMENT 2021