Cap Gemini - Registration Document 2016

6.3 Summary table of financial authorizations currently in force or submitted for approval 6

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

Summary table of financial authorizations 6.3 currently in force or submitted for approval Authorizations granted by the Combined Shareholders’ Meeting to the Board of Directors to increase share capital have expired since the last Combined Shareholders’ Meeting. The following table summarizes (pursuant, to Article L.225-100 of the French Commercial Code) authorizations still in effect and those that

resolution date and number Authorization

Maximum (in euros) amount (1) (2)

Expiry date

Purpose of the authorization

Used during 2016

Purchase by the Company of its own a)

11/18/2017 4,128,337 shares were purchased under the

capital 10% of share 05/18/2016/ 10 th

€81.18 Liquidity contract) at an average price of share buyback program (excluding the As part of the Liquidity contract: a) 2,686,396 shares purchased at an average market price of €81.12 b) 2,621,396 shares sold at an average market price of €81.33 c) The balance on 12/31/2016 is 150,000 shares and about €9 million. of the Board of Directors on 07/26/2016. €50,129,800.47 were cancelled by decision 617,235 shares with a value of

program shares under a share buyback

Cancellation of treasury shares b)

10% of share capital period per 12-month

05/18/2016/ 11 th

07/18/2018

additional paid-in capital, reserves, Share capital increase by capitalizing profit or other eligible amounts

(par value) €1.5 billion 05/18/2016/ 12 th

07/18/2018

This authorization was not used in 2016

shares and/or securities granting Share capital increase by issuing d)

€550 million (par value) €7.5 billion (issue amount) (par value) €137 million €2.5 billion (issue amount)

05/18/2016/ 13 th

07/18/2018

This authorization was not used in 2016

granting a right to allocation of debt access to the share capital, or instruments, with retention of PSR

shares and/or securities granting Share capital increase by issuing e) granting a right to allocation of debt access to the share capital, or PSR, by public offering instruments, with cancellation of Share capital increase by issuing f) access to the share capital, or shares and/or securities granting instruments, with cancellation of granting a right to allocation of debt

05/18/2016/ 14 th

07/18/2018

This authorization was not used in 2016

(par value) €137 million

05/18/2016/15 th

07/18/2018

This authorization was not used in 2016

(issue amount) €2.5 billion

PSR, by private placement

Setting the issue price of shares in increase with cancellation of PSR the context of a share capital

(par value) €137 million

05/18/2016/ 16 th

07/18/2018

This authorization was not used in 2016

(issue amount) €2.5 billion capital 10% of share

This authorization was not used in 2016

07/18/2018

“Greenshoe” option (d) to (g)

05/18/2016/17 th

(1) Recap of overall limits: a maximum par value amount of €550 million and a maximum issue amount of €7.5 billion for all issues with and without pre-emptive subscription rights; including a maximum par value amount of €137 million and a maximum issue amount of €2.5 billion for all issues without pre-emptive subscription rights; issues performed pursuant to j), k) and l) above are not included in these general limits. Total share capital increases decided pursuant to j) and k) are capped at a maximum par value amount of €48 million. (2)

Abbreviations: PSR = Pre-emptive Subscription Rights

306

Registration Document 2016 — Capgemini

Made with