LEGRAND_REGISTRATION_DOCUMENT_2017

08 CONSOLIDATED FINANCIAL INFORMATION CONCERNING

THE GROUP’S ASSETS, LIABILITIES, FINANCIAL POSITION AND RESULTS Consolidated financial statements in accordance with IFRS for the years ended December 31, 2017 and December 31, 2016

The final number of shares ultimately granted to beneficiaries is determined based on a service condition and several performance criteria.

Weight of performance criteria by plan 2015 2016-2017

Type of performance criteria

Description of performance criteria

Comparison between the arithmetic mean of Legrand’s consolidated EBITDA margin over a three-year period as published in the consolidated financial statements and the arithmetic mean of EBITDA margins achieved by companies forming part of the MSCI World Capital Goods index over the same period. Arithmetic mean of levels of normalized free cash flow as a percentage of sales over a three-year period, as published in the consolidated financial statements. Arithmetic mean of average rate of attainment of Group CSR Roadmap priorities over a three-year period.

“External” financial performance criterion

50%

33 ⅓ %

“Internal” financial performance criterion

50%

33 ⅓ %

Non-financial performance criterion

0%

33 ⅓ %

The number of shares ultimately granted to beneficiaries is calculated as follows:

“External” financial performance criterion

Pay-out rate (1)

0%

100%

150%

2015 Plan:

2015 Plan:

2015 Plan:

4 points or less

8.3 points

10.5 points or more

Average gap in EBITDA margin in Legrand’s favor between Legrand and the MSCI average over a three-year period

2016 Plan:

2016 Plan:

2016 Plan:

3.5 points or less

7.8 points

10.0 points or more

2017 Plan:

2017 Plan:

2017 Plan:

3.1 points or less

7.4 points

9.6 points or more

“Internal” financial performance criterion

Pay-out rate (1)

0%

100%

150%

2015 Plan:

2015 Plan:

2015 Plan:

9.4% or less

12.8%

14.5% or more

Average normalized free cash flow as a percentage of sales over a three-year period

2016 Plan:

2016 Plan:

2016 Plan:

8.8% or less

12.2%

13.9% or more

2017 Plan:

2017 Plan:

2017 Plan:

8.6% or less

12.0%

13.7% or more

(1) For any point between the limits given in the table above, the pay-out rate would be calculated in a linear way.

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REGISTRATION DOCUMENT 2017 - LEGRAND