Cap Gemini - Registration Document 2016

ADDITIONAL INFORMATION

7.1 Legal information

behalf of subsidiaries and affiliates; invest and manage the Company’s available funds, make cash ◗ advances, and provide any and all guarantees or collateral on processes and sell, contribute or license any such patents and processes. obtain or acquire and use any and all patents and manufacturing In broader terms, the Company’s purpose includes carrying out any and all commercial, industrial, securities, real estate or financial transactions related directly or indirectly to any of the above purposes or any similar or related purpose or which is likely to facilitate the fulfillment or furtherance of these purposes.

with clients within a structure conducting all or some of these activities. its clients’ own clientele. In addition, it may work in partnership The Company may also manage the IT-based services offered to In order to fulfill its corporate purpose, the Company may decide to: create specialist subsidiaries or acquire interests in the capital of ◗ other companies and manage their business in exchange for a consistent image, organization of financial structures, assistance fee. Management services include the provision of technical, marketing, legal and financial assistance, promotion of a in negotiations to help these companies win new contracts, training, research and development support, etc.;

Incorporation details 7.1.5 The Company is registered with the Paris Companies & Trade Registry ( Registre du Commerce et des Sociétés ) under number 330 703 844. Its APE business identifier is 7010Z.

Consultation of legal documents 7.1.6

Management Board, the Directoire , from May 24, 1996 through May 23, 2000) to the Shareholders’ Meetings, and the Statutory Auditors’ reports are available for consultation at the Company’s head office at 11, rue de Tilsitt 75017 Paris. Documents relating to the Company, including the bylaws, the financial statements, the reports of the Board of Directors (or the

Fiscal year 7.1.7 The Company’s fiscal year commences on January 1 and ends on December 31.

Appropriation and distribution of income 7.1.8 The Shareholders’ Meeting has sole discretionary powers to decide on the appropriation of distributable income, as defined by French company law. Consequently, the Shareholders’ Meeting may decide to appropriate all or part of distributable income to revenue reserves, special reserves or retained earnings, or to

paid, in compliance with applicable laws and regulations. The above provisions also apply to the distribution of interim dividends, dividends will be paid in the form of new shares credited as fully subject to compliance with French company law. offered a stock dividend alternative, in which case the related

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distribute all or part of the amount to shareholders. The Shareholders’ Meeting also decides the terms and conditions dividend out of distributable reserves, subject to compliance with French company law. In addition, the Shareholders’ Meeting may decide to distribute a of payment of dividends. In particular, shareholders may be

Meetings 7.1.9 The right to participate at Shareholders’ Meetings is evidenced by the registration of shares in the name of the shareholder (or of the intermediary acting on his/her behalf if domiciled outside France) in the Company’s share register or in the register of bearer shares held by the applicable authorized intermediary. Such registration must be recorded at 12:00 A.M. (Paris time) on the second working day preceding the Shareholders’ Meeting and any related notices must be filed at one of the addresses indicated in the intermediary must provide a participation certificate. notice of meeting. In the case of bearer shares, the authorized by proxy or by casting a remote vote in accordance with the terms and conditions set by applicable regulations. Shareholders may participate in Shareholders’ Meetings in person, Shareholders who have informed the Company that they wish to participate in a meeting in person, remotely or by proxy may not alter their method of participation. However, attendance at a meeting by a shareholder in person shall cancel any votes cast by

published in BALO (French Journal of Mandatory Legal Announcements). identification and password. Where applicable, this decision of the Board of Directors shall be communicated in the notice of meeting the link with the related action and potentially consisting of a user submitted, the shareholder’s signature may take the form of a secure signature or a reliable identification procedure guaranteeing internet, in accordance with the conditions set out in applicable regulations at the time of use. Where an electronic form is Where a shareholder has given proxy to a third party and has also voted remotely, if there is any difference in the two votes, the remote vote will be taken into account and the proxy ignored. participate in voting using any telecommunication or teletransmission means enabling their identification, including the the meeting. If the Board of Directors so decides when convening the meeting, shareholders voting by proxy or remotely may To be taken into account, remote votes or proxy forms must be received by the Company at least three days prior to the date of

proxy or remotely.

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Registration Document 2016 — Capgemini