2021 Universal Registration Document

3 CORPORATE GOVERNANCE

Organisation and operation of governance

Committee. His skills and experience are thus particularly well suited to the responsibilities entrusted to him, which mainly relate to major business opportunities. They also make him one of the members of the Board of Directors directly involved in addressing the Group’s priorities in terms of strategic and commercial positioning, thus enriching the Board’s debates. Éric Hayat, in his capacity as a member of the Compensation Committee and the Nomination, Governance, Ethics and Corporate Responsibility Committee, provides these committees with the benefit of the knowledge of the Group’s operational managers accumulated and maintained in the course of these assignments. Lastly, he has access to information channels within the Company that are helpful for feeding information back to the Board of Directors and its Committees. The expenses recorded in Sopra Steria Group’s financial statements in respect of services provided under this agreement during the financial year under review were as follows: expenses: €198 thousand; p the Board of Directors reviewed the implementation of this p agreement at its meeting on 9 February 2022. It unanimously agreed to maintain the previously granted authorisation for the

current financial year. The Director affected by this decision did not take part in either the discussion or the vote.

Board of Directors 1.2. MEMBERS OF THE BOARD OF DIRECTORS 1.2.1. On the date at which this Universal Registration Document was published, the Board of Directors had 15 members with the right to vote, 12 of whom were directly appointed at the General Meeting and three of whom were Directors representing the employees and employee shareholders. Five Directors’ terms of office are due to expire at the General Meeting of 1 June 2022 (see the summary of resolutions, Chapter 9 "General Meeting" of this Universal Registration Document (pages 297 to 302). The Directors concerned are Noëlle Lenoir, André Einaudi, Michael Gollner, Jean-Luc Placet and Jean-François Sammarcelli. Jean-François Sammarcelli did not wish to be reappointed after serving for 12 years, as this cumulative duration made him ineligible as an Independent Director within the meaning of the AFEP-MEDEF Code. The Chairman and all the members of the Board of Directors unanimously recognised his contribution to the work of the Board and its committees during these years of service.

SUMMARY PRESENTATION OF THE BOARD OF DIRECTORS ❙

Personal information

Position on the Board

Attendance at meetings in financial year 2021

Number of directorships at listed companies (excluding Sopra Steria Group)

Nomination, Governance, Ethics and Corporate Responsibility Committee

Compen- sation Committee

Years of service on the Board*

End of current term

Start of current term

Indepen- dent Director

Board of Directors

Audit Committee

Nation- ality

Number of shares

Name

Age Gender

Pierre Pasquier Chairman of the Board of Directors Éric Pasquier Vice-Chairman of the Board of Directors Sopra GMT, represented by Kathleen Clark Bracco Chairwoman of the Nomination, Governance, Ethics and Corporate Responsibility Committee

86 M FRA 108,113

1

12/06/2018 AGM 2024

53

100%

100%

50 M FRA

4,366

0

12/06/2018 AGM 2024

7

100%

86%

54

F

USA 4,035,669

1

12/06/2018 AGM 2024

7

100%

100% 100%

Éric Hayat Vice-Chairman of the Board of Directors André Einaudi Director Michael Gollner Director Noëlle Lenoir Director

80 M FRA

37,068

0

12/06/2018 AGM 2024

7

100%

100% 100%

66 M FRA

100

0

Yes

09/06/2020 AGM 2022

1

100%

63 M USA/GBR

100

1

Yes

12/06/2018 AGM 2022

3

100% 100%

73

F

FRA

1

0

Yes

09/06/2020 AGM 2022

1

100%

100%

Jean-Luc Placet Chairman of the Compensation Committee

69 M FRA

100

0

Yes

12/06/2018 AGM 2022

9

100%

100% 100%

Sylvie Rémond Director Marie-Hélène Rigal-Drogerys Chairwoman of the Audit Committee

58

F

FRA

152

0

Yes

09/06/2020 AGM 2023

6

100%

100%

51

F

FRA

100

1

Yes

12/06/2018 AGM 2024

7

100% 100%

Jean-François Sammarcelli Director Jessica Scale Director

71 M FRA

500

1

Yes

12/06/2018 AGM 2022

11

86% 100%

100%

59

F FRA/GBR

10

0

Yes

09/06/2020 AGM 2023

5

100%

100% 100%

Astrid Anciaux Director representing employee shareholders Hélène Badosa Director representing the employees David Elmalem Director representing the employees

56

F

BEL

1,812

0

26/05/2021 AGM 2025

7

1

63

F

FRA

0

0

23/09/2020 AGM 2024

3

100%

100%

39 M FRA

0

0

23/09/2020 AGM 2024

1

100%

Number of years as at 31/12/2021, rounded down to the nearest year. * Female M: Male. F: Not applicable. (1)

54

SOPRA STERIA UNIVERSAL REGISTRATION DOCUMENT 2021