Cap Gemini - Registration Document 2016

REPORT OF THE BOARD OF DIRECTORS AND DRAFT RESOLUTIONS TO BE PRESENTED AT THE COMBINED SHAREHOLDERS’ MEETING OF MAY 10, 2017

6.1 Resolutions presented at the Ordinary Shareholders’ Meeting

PRESENTATION OF THE 3 RD RESOLUTION

REGULATED AGREEMENTS AND COMMITMENTS

OVERVIEW In this resolution, we ask you to take due note that no new authorized during the year ended December 31, 2016. previously been approved by the shareholders, has been related-party agreement or commitment, which had not continuing effect during 2016. 2007, is the only agreement authorized in previous years with shareholders at the Combined Shareholders’ Meeting of April 26, pension scheme, which was previously approved by registration of Mr. Hermelin as beneficiary of a supplementary As indicated in the Statutory Auditors’ special report, the

to freeze the rights of Mr. Paul Hermelin pursuant to the As a reminder, the Board of Directors decided on July 29, 2015 to potential new beneficiaries with effect on the same date. to the commitment it made to Mr. Hermelin. This plan was closed This was a favorable development for the Company with regard supplementary pension plan, with effect as of October 31, 2015. compensation pursuant to this agreement. During 2016, Mr. Paul Hermelin did not receive any Board of Directors performed an annual review of this agreement. Pursuant to Article L.225-40-1 of the French Commercial Code, the

THIRD RESOLUTION

of the Statutory Auditors Regulated agreements and commitments – Special report having read the Statutory Auditors’ special report on regulated and majority rules for Ordinary Shareholders’ Meetings and after The Shareholders’ Meeting, voting in accordance with quorum

authorized during the year ended December 31, 2016. had not previously been approved by the shareholders, has been note that no new related-party agreement or commitment, which Commercial Code, approves the said special report and takes due agreements governed by Article L.225-38 et seq. of the French

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Registration Document 2016 — Capgemini