Sopra Steria - 2018 Registration document

SOPRA STERIA GROUP AND THE STOCK MARKET Employee share ownership

3. Employee share ownership

At 31 December 2018, all the holdings managed on behalf of employees accounted for 7.0% of the share capital (1,440,195 shares) and 8.3% of voting rights. The holdings managed on behalf of corporate mutual funds (FCPEs) and share incentive plans (SIPs) in the United Kingdom made up 5.8% of the share capital (1,185,013 shares) and 7.4% of voting rights. They arose from: p the 2016, 2017 and 2018 We share employee share ownership plans, accounting for 485,150 shares; p the 2014 merger with Groupe Steria and the tendering by the FCPE Groupe Steriactions and Steriashares corporate mutual funds

of all their Groupe Steria shares to the public exchange offer, accounting for 432,930 shares; p the Sopra Group free share allotment plan of 2012, accounting for 148,380 shares; p the SIPs in the United Kingdom, accounting for 118,553 shares. The shares held by UK trusts, namely SSET and XEBT, for the benefit of employees in the UK and India, accounting for 1.2% of the share capital (255,182 shares) and 1.0% of the voting rights. In 2018, the shares held by these trusts were used to make matching contributions to the SIPs.

4. Voting rights

At 31 December 2018, the total number of voting rights that could be exercised was 26,147,566 and the total number of theoretical voting rights was 26,198,889. In accordance with the decision made at the Combined General Meeting of 27 June 2014, double voting rights were introduced on

7 July 2014 for all fully paid-up shares held in registered form in the same shareholder’s name for at least two years. At 31 December 2018, 5,651,188 shares (representing 27.5% of the share capital) held double voting rights.

5. Threshold crossings

In 2018, the following crossings of statutory shareholding thresholds were declared to the Autorité des Marchés Financiers:

Shareholder(s) having crossed the threshold(s)

Crossing of threshold(s) in voting

% of capital held

Crossing of threshold(s) in capital

Number of voting rights

% voting rights held

Date threshold(s) crossed

AMF Declaration

Number of shares

rights Type

24/12/2018 28/09/2018

218C2067

FIL Limited

5% 5%

up 1,028,049 5.003% 1,028,049 3.94% up 1,027,923 5.003% 1,027,923 3.93%

218C1623 DNCA Finance

Article 30 of the Company’s Articles of Association states that the “Rights to shareholder information – Disclosure obligations” “All shareholders are entitled to obtain the documents necessary to enable them to make informed decisions regarding the management and operations of the Company.

The documentation required and its availability to shareholders is established by law and in regulations. Any shareholder who holds more than 3% or more than 4% of the Company’s capital shall inform the Company in the same manner and based on the same methods of calculation as required with respect to legal thresholds.”

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SOPRA STERIA REGISTRATION DOCUMENT 2018