ALTAMIR_REGISTRATION_DOCUMENT_2017

CORPORATE GOVERNANCE – REPORT OF THE SUPERVISORY BOARD Observations of the Supervisory Board at the General Meeting

2.3 OBSERVATIONS OF THE SUPERVISORY BOARD AT THE GENERAL MEETING

This Section contains the observations made by the Supervisory Board at the General Meeting in accordance with Article L. 226-9 of the French Commercial Code.

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2.3.1 ANNUAL FINANCIAL STATEMENTS

The amount of dividend payable on each Class B share will be allocated among Class B shareholders of record on the ex-dividend date. B. At their General Meeting, shareholders will also be asked to approve the distribution of a dividend of €23,732,996 to ordinary shareholders, i.e . a gross dividend of €0.65 per ordinary share. This dividend corresponds to 3% of net asset value, as presented in the consolidated financial statements. In proposing this dividend amount, the Supervisory Board intends to continue implementing the dividend policy Altamir announced in 2013. This policy, approved by the Supervisory Board, is in line with the investment strategy implemented by the Management Company and regularly presented to the Board. This investment strategy is part of an overall growth objective. These dividends are paid from the capital gains realised by the Company on equity investments held for more than two years. For individual shareholders resident in France, these distributed dividends do not qualify for the 40% exclusion provided for in Article 158-3-2° of the French Tax Code. The ex-dividend date for ordinary shares will be 23 May 2018 and the dividend on ordinary shares will be paid to shareholders on 25 May 2018. In the event that the Company owns some of its own ordinary shares on the ex-dividend date, the amount corresponding to the dividends not paid in respect of these shares will be allocated to retained earnings. C. Lastly, shareholders will be asked to allocate the remainder of net income for the year, i.e . €34,335,930, to reserves. D. In accordance with the provisions of Article 243 bis of the French Tax Code, the following dividends and income were distributed in respect of the previous three financial years:

The SupervisoryBoardwas able to perform its supervisory duties in accordance with the law and to examine the documents made available by the Management Company. The Supervisory Board has been informed of all investment and divestment transactions carriedout during the financial yearwithin the scope of its management control duties. Without interfering in the operations of the Company, the Supervisory Board has no observations to make with regard to those transactions. The Audit Committee and the Supervisory Board have analysed themanagement fees, and the Statutory Auditors have reviewed them. They are detailed in the Registration Document. The Supervisory Board has reviewed the statutory financial statements, the consolidated (IFRS) financial statements and the accounting documents, noted the opinion of the Statutory Auditors and the Audit Committee, and asked the Management Company relevant questions. The Supervisory Board has no observations to make about the statutory and consolidated financial statements for 2017. The Board has not identified any inaccuracy or irregularity in the financial statements presented by the Management Company. 2.3.2 PROPOSAL FOR THE ALLOCATION OF NET INCOME Statutory net income for the financial year ended 31 December 2017 totaled €69,886,629. A. In accordance with the Articles of Association, the dividend to be distributed to the general partner and to the holders of Class B shares totals €11,817,703, i.e . €1,181,770and€10,635,932, respectively. This corresponds to 20% of 2017 adjusted net income, as determined in the Articles of Association and presented in the Registration Document.

Income not eligible for exclusion

Other income distributed to the general partners

Income eligible for exclusion

Financial Year

Dividends

2014 2015 2016

€28,250,553 (1) €25,668,465 (2) €37,474,817 (3)

€1,110,489 €580,175 €1,526,869

- -

- (1) Comprising dividends of €9,994,402 for holders of Class B preferred shares, and dividends of €18,256,151 for ordinary shareholders; the latter figure includes the amount of the dividend relating to treasury shares, which is not distributed and is instead allocated to retained earnings. (2) Comprising dividends of €5,221,576 for holders of Class B preferred shares, and dividends of €20,446,889 for ordinary shareholders; the latter figure includes the amount of the dividend relating to treasury shares, which is not distributed and is instead allocated to retained earnings. (3) Comprising dividends of €13,741,821 for holders of Class B preferred shares and dividends of €23,732,996 for ordinary shareholders; the latter figure includes the amount of the dividend relating to treasury shares, which is not distributed, and is instead allocated to retained earnings.

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• ALTAMIR 2017

REGISTRATION DOCUMENT