Altamir - 2018 Registration document

Corporate Governance Report of the Supervisory Board Remuneration and benefits of managers and corporate officers

Remuneration paid for 2017 and 2018 to the Management Company and the advisory company Amboise Partners SA was as follows:

2018

2017

(in euros and exclusive of tax)

Gross fees (1)

11,690,877 -1,748,064 -2,472,627 -488,662 -835,890

11,700,939 -2,811,212 -1,552,186 -538,681 -243,488

Fees deducted with respect to Apax France VIII-B (2) Fees deducted with respect to Apax France IX-B (3) Fees deducted with respect to Apax VIII LP (4) Fees deducted with respect to Apax IX LP (5) Fees deducted with respect to co-investments (6) SUBTOTAL OF FEES (1) + (2) + (3) + (4) + (5) + (6) = (A) Board attendance and other fees received by Altamir Gérance (7) Board attendance and other fees received by Amboise Partners SA (8)

2

-23,956

-17,528

6,121,679

6,537,844

0 0

200,000

6,353

NET FEES (1) + (2) + (3) + (4) + (5) + (6) + (7) + (8)

6,121,679

6,331,491

Divided between: Altamir Gérance 5% of (A) - (7) Amboise Partners SA 95% (A) - (8)

306,084 5,815,595

126,892

6,204,599

2.2.3 CARRIED INTEREST DUE TO THE GENERAL PARTNER AND CLASS B SHAREHOLDERS In accordancewith private equity industry common practice, the general partner and his teams receive 20% of net gains (carried interest) as per the Articles of Association. This 20% is allocated as follows: a) pursuant toArticle25of theArticles of Association, thegeneral partner receives a dividend equal to 2% of the adjusted net income of each financial year. The formula for converting net income as reported on the statutory financial statements to adjusted net income is detailed in Section 4.4; b) pursuant to Article 25 of the Articles of Association, holders of Class B shares are entitled to a dividend equal to 18% of the adjusted net income of each financial year. The formula for converting net income as reported on the statutory financial statements to adjusted net income is detailed in Section 4.4. All holders of Class B shares are employees or executives of Apax Partners France. At the General Meeting of 2017, shareholders approved an amendment to the Articles of Association providing for a hurdle rate of 8% for all co-investmentsmade by theCompany alongside thevariousApax funds. Thehurdle rate is described inSection25.3 of the Articles of Association.

SERVICE AGREEMENT FOR ACCOUNTING, INVESTOR RELATIONS AND FINANCIAL SERVICES On 9 July 2013, the Company signed a service agreement with Altamir Gérance. The new agreement, which replaced previous agreements, covers Company accounting, portfolio accounting, n annual fees in payment for accounting services provided to the Company and for accountingmanagement of the portfolio are defined on the basis of the effective cost of a full-time qualified accountant and a full-time qualified administrative employee (based on actual costs determined by consulting external service providers); n the CFO service charge is invoiced at actual annual cost (salary + benefits + pro rata share of business expenses) calculated on the basis of the time spent by the relevant person (according to a time sheet); n the cost invoiced for shareholder and investor relations service charges corresponds to the actual cost of the relevant person (salary + benefits + pro rata share of business expenses). The cost of these services amounted to€857,615 (inclusive of tax) for financial year 2018. CFO functions and shareholder/investor relations. The financial terms of this agreement are as follows:

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ALTAMIR 2018

Registration document