CAPGEMINI_REGISTRATION_DOCUMENT_2017

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FINANCIAL INFORMATION

4.2 Consolidated Financial Statements

International Employee Share Ownership Plan – C) ESOP{2012 The Group set up an employee share ownership plan (ESOP{2012) in the second-half of{2012. On September{27, 2012, the Group issued 6,000,000{new shares reserved for employees with a par value of €8, representing a share capital increase of €153{million net of issue costs. The total cost of this employee share ownership plan in{2012 was €0.8{million, attributable to the Stock Appreciation Rights (SAR) mechanism for employees in countries where the set-up of an Employee Savings Mutual Fund ( fonds commun de placement entreprise, FCPE ) was not possible or relevant. This plan expired on September{27, 2017. The Group set up an employee share ownership plan (ESOP{2014) in the second-half of{2014. On December{18, 2014, the Group issued 5,000,000{new shares reserved for employees with a par value of €8, representing a share capital increase of €229{million net of issue costs. The total cost of this employee share ownership plan in{2014 was €1.1{million, attributable to the Stock Appreciation Rights (SAR) mechanism for employees in countries where the set-up of an Employee Savings Mutual Fund ( fonds commun de placement entreprise, FCPE ) was not possible or relevant. Pursuant to the 17 th {and 18 th {resolutions adopted by the Combined Shareholders’ Meeting of May{10, 2017, the Group set up an employee share ownership plan (ESOP{2017) in the second-half of{2017. Nearly 187,300{Group employees in 21{countries, representing approximately 97% of the Group headcount, were invited to subscribe for Capgemini{SE shares. Under the plan, a minimum length of service of three{months was required at November{19, 2017, acquired consecutively or not since January{1, 2016 to qualify as a candidate for subscription. This leveraged plan offered employees the possibility of subscribing at a discounted preferential rate and, via a bank which secured and supplemented the investment so that the total amount invested represented ten{times the personal contribution of the employee, potentially generating a greater capital gain than would have been the case had it been International Employee Share Ownership Plan – D) ESOP{2014 Employee Share Ownership Plan – E) ESOP{2017

calculated based solely on the employee’s personal contribution. In return, the employee waives a portion of any increase in the price of shares subscribed on his behalf, as well as dividends and other financial rights that could be paid on these shares throughout the entire term of the plan. In addition, the shares will be unavailable for a period of five years (except for cases of early release covered by plan rules in accordance with applicable legislation). This employee share ownership plan (ESOP{2017) includes a 12.5% discount. Under the delegation of authority granted by the Board of Directors, the subscription price was set at €89.39 by the Chairman and Chief Executive Officer on November{15, 2017. This price corresponds to the daily average Capgemini{SE share price, weighted for volumes, over the twenty{stock market trading days preceding the Chairman and Chief Executive Officer’s decision, less a 12.5% discount. On December{18, 2017, the Group issued 3,600,000{new shares reserved for employees with a par value of €8, representing a share capital increase of €320{million net of issue costs (€1.0{million, net of tax). Paul Hermelin subscribed for Capgemini{SE shares in the amount of €33,517.30 through the Capgemini Employee Savings Mutual Fund (FCPE). In those countries where the leverage through an FCPE or directly in the employee’s name has been possible, the IFRS{2 expense is nil, as the cost of non-transferability to the participant is greater than the total discount at the date of grant plus the opportunity gain. The IFRS{2 expense of €2.2{million is attributable to the Stock Appreciation Rights (SAR) mechanism for employees in countries where the introduction of a leveraged plan through an FCPE or directly in the employee’s name is not possible or relevant. Finally, it should also be noted that a decrease of 0.5{points in the employee financing rate would not impact the IFRS{2 expense, as the non-transferability cost would remain greater than the total discount at the grant date. This similarly applies to an increase of 0.5{points in the retail rate/institutional rate volatility difference, as the cost of non-transferability would still be greater than the total discount at the date of grant plus the opportunity gain. The table below presents the main features of the ESOP{2017 employee share ownership plan, the amounts subscribed and the pricing assumptions (excluding SAR):

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REGISTRATION DOCUMENT 2017 — CAPGEMINI