BIC_REGISTRATION_DOCUMENT_2017

BOARD OF DIRECTORS’ REPORT AND DRAFT RESOLUTIONS OF THE SHAREHOLDERS’ MEETING OF MAY 16, 2018 Ordinary Shareholders’ Meeting

retained earnings will be adjusted on the basis of the amount of the dividends actually paid. The gross amount of the dividend is subject to social charges

quater and 200-A of the French Tax Code). In the event of a taxpayer's overall option for the progressive income tax scale, this dividend will be eligible for the 40% tax allowance (art. 158-3 and

243 bis of the French Tax Code).

amounting to 17.2%, plus a lump-sum levy at a single rate of 12.8% for the income tax of natural persons resident of France (art. 117 In accordance with the law, we also remind you that the following dividends were distributed during the last three years:

Dividend entitled to the tax allowance defined in Art. 158-3 of the CGI (a) (in euros)

Dividend per share (in euros)

Number of shares

Fiscal year

2014 2015 2016

47,308,363 46,956,216 46,679,869

2.85

2.85 5.90 3.45

5.90  (b)

3.45

French Tax Code (CGI). (a) 3.40 euros ordinary dividend + 2.50 euros exceptional dividend. (b)

DRAFT RESOLUTION 4 – DETERMINATION OF THE AMOUNT OF THE DIRECTORS’ FEES

Board of Directors’ report: It is proposed to set the amount of the Directors’ fees to be allocated to the Board of Directors for fiscal year 2018 at 500,000 euros (compared to 502,400 euros for fiscal year 2017).

Draft resolution 4 – Determination of the amount of the Directors’ fees The Shareholders decide to set the annual amount of the Directors’ fees to be allocated to the Board of Directors for fiscal year 2018 at 500,000 euros.

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BIC GROUP - 2017 REGISTRATION DOCUMENT