Sopra Steria - 2018 Registration document

SOPRA STERIA GROUP AND THE STOCK MARKET Authorisations to issue securities granted to the Board of Directors at the Combined General Meetings of 22 June 2016 and 12 June 2018

11. Information on transactions in securities by Directors or persons mentioned in Article L. 621-18-2 of the French Monetary and Financial Code

Pursuant to Article 223-26 of the AMF’s General Regulation, transactions relating to Sopra Steria Group shares in 2018 and referred to in Article L. 621-18-2 of the French Monetary and Financial Code were as follows:

Transaction date

Number of shares

Unit price

Transaction amount

Category (1) Name

Function

Description (2)

a.

Geneviève Hayat, née Brunissen Michael Gollner

Person related to Director Éric Hayat

G 27/03/2018

970 €0.00

€0.00

a. a.

Director

A 06/09/2018 A 30/10/2018

100 €145.80 €14,580.00

Kathleen Clark Bracco Permanent representative of Sopra GMT

45 €94.25

€4,241.25

(1) Category a: Members of the Board of Directors and the Chief Executive Officer. (2) Description: A: Acquisition; D: Disposal; S: Subscription; E: Exchange; G: Gift; SO: Exercise of stock options.

12. Authorisations to issue securities granted to the Board of Directors at the Combined General Meetings of 22 June 2016 and 12 June 2018

12.1. Issue with pre-emptive subscription rights

Date of GM and resolution

Duration of delegation (Expiry)

Maximum amount of capital increase

Maximum issue amount

Use during the year

Securities transaction concerned

Capital increase (ordinary shares and other securities giving access to the share capital)

12 June 2018 Resolution 13

26 months (August 2020)

Nominal amount of €2 billion, if securities giving access to the share capital are to be issued 15% of the amount of the capital increase under Resolution 13, up to a maximum of €2 billion

40% of the nominal share capital

None

Capital increase (ordinary shares and other securities giving access to the share capital) in the event of oversubscription in accordance with Resolution 13

12 June 2018 Resolution 17

26 months (August 2020)

15% of the amount of the capital increase under Resolution 13, up to a maximum of 40% of the total nominal share capital

None

Capital increase through the capitalisation of reserves or the issue of new shares

12 June 2018 Resolution 20

26 months (August 2020)

Amount of discretionary reserves

Amount of discretionary reserves

None

Issue of share subscription warrants to be granted to shareholders free of charge in the event of a takeover bid (offer warrants)

12 June 2018 Resolution 21

18 months (December 2019)

Number of shares representing the share capital

100% of the share capital

None

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SOPRA STERIA REGISTRATION DOCUMENT 2018