2021 Universal Registration Document


Standardised presentation of compensation paid to company officers

Pay ratios 3.2.

3.2.1. CHAIRMAN OF THE BOARD OF DIRECTORS The average amount of annual compensation paid to the Chairman of the Board of Directors has not changed since 2011. In accordance with the recommendations laid down in the AFEP-MEDEF Code, the full amount of this compensation has been fixed since 2017.

The chart below shows how the pay ratios provided for by French Ordinance 2019-1234 of 27 November 2019 have varied over time. It is the ratio of the Chairman of the Board of Directors’ compensation to the average and median compensation of employees across the extended scope (average 86% of the workforce in France over the period).


Chairman’s compensation Average compensation

Chairman’s compensation Median compensation

Ratio based on average compensation =

Ratio based on median compensation =


10 15 20 25 30 35 40 45 50

0 5






Chairman’s compensation / Median compensation

Chairman’s compensation / Average compensation

CHIEF EXECUTIVE OFFICER 3.2.2. Vincent Paris has spent his entire career within Sopra Steria Group or within the companies having merged since that date with Sopra Steria Group. He initially spent over 26 years as an employee of the Group. As part of the tie-up with Groupe Steria and as its integration was being completed, he was appointed Deputy Chief Executive Officer in January 2014 and Chief Executive Officer in March 2015. The Board of Directors thus decided to adjust his fixed annual compensation to €400,000 with effect from 1 July 2015. The criteria used to determine and structure his variable compensation have remained strictly in keeping with those used for the Company’s senior managers. In 2017, at the General Meeting, the shareholders approved the change in the compensation policy for the Chief Executive Officer decided by the Board of Directors: the Chief Executive Officer’s annual fixed compensation was p raised to €500,000 on a gross basis, effective 1 January 2017; under this proposal, the Chief Executive Officer’s variable p compensation was set at 60% of his annual fixed compensation should the targets be met, capped at 100% in the event of particularly outstanding performance. For financial year 2018, the Compensation Committee noted the progress made by the Group in respect of cash flow in particular. It determined the extent to which qualitative targets had been met. The Committee also took into consideration the implications for the various stakeholders (employees and management, shareholders) of the shortfall between the operating margin on business activity and the target set at the beginning of the year. On completing its

review, it concluded that the Group’s financial performance was not sufficient to justify the payment of variable compensation. After due consideration, the Board of Directors approved the recommendation made by the Compensation Committee. Vincent Paris was eligible for all three performance share plans decided on by the Board of Directors in 2016, 2017 and 2018. A total of 9,000 rights to performance shares have thus been awarded to Vincent Paris, in accordance with the authorisation given by shareholders at the General Meeting of 22 June 2016, compared with the 316,500 rights granted to all the other recipients under these plans, with 5,794 shares effectively delivered. The vesting periods for the three plans in question were extended from 24 June 2016 to 31 March 2021. On 26 May 2021, the Board of Directors decided, under the authorisation given at the General Meeting of 12 June 2018, to allot 3,000 rights to performance shares (out of a total of 219,200 such rights) to Vincent Paris. The rules governing this plan state that the shares are to be delivered on 1 July 2024. The chart below shows how the pay ratios provided for by French Ordinance 2019-1234 of 27 November 2019 have varied over time. It presents: the change in the Company’s performance, with the extent to p which the quantifiable targets used to determine the Chief Executive Officer’s variable compensation (financial performance of the Company) have been met serving as a proxy for the Company’s performance;



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