Sopra Steria - 2019 Convening notice

SOPRA STERIA GROUP PRESENTATION’S IN 2018

Corporate governance and compensation of executive company officers

❙ SUMMARISED STATEMENT OF THE COMPENSATION OF PIERRE PASQUIER, CHAIRMAN OF THE BOARD OF DIRECTORS (TABLE 2 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JUNE 2018)

2018

2017

Amount due Amount paid Amount due

Amount paid

Fixed compensation

€500,000

€500,000

€500,000

€500,000 €150,000

Annual variable compensation Exceptional compensation

- -

- -

- -

-

Directors’ fees Benefits in kind

€23,268 €8,550

€20,527 €8,550

€20,527 €8,550

€21,791 €8,550

TOTAL €680,341 As Chairman and CEO of Sopra GMT – the holding company that takes an active role in managing Sopra Steria Group – Pierre Pasquier received fixed compensation of €60,000 from that company in respect of his duties there (leading the Sopra GMT team), as well as €12,000 in directors’ fees for the 2018 financial year. As Chairman of the Board of Directors of Axway Software, as indicated in its registration document, he also received fixed compensation from that company in the amount of €138,000. €531,818 €529,077 €529,077

❙ SUMMARISED STATEMENT OF COMPENSATION, OPTIONS AND SHARES GRANTED TO VINCENT PARIS, CHIEF EXECUTIVE OFFICER (TABLE 1 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JUNE 2018)

2018

2017

Compensation due for the year

€510,848

€701,471

Value of stock options granted during the year Value of performance shares granted during the year Value of other long-term compensation plans

-

-

€431,640

€312,930

-

-

TOTAL €1,014,401 See Table 6 below for details and comments relating to the granting of shares subject to conditions regarding continued employment and performance over a period of three financial years. €942,488

❙ SUMMARISED STATEMENT OF THE COMPENSATION OF VINCENT PARIS, CHIEF EXECUTIVE OFFICER (TABLE 2 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JUNE 2018)

2018

2017

Amount due Amount paid Amount due

Amount paid

Fixed compensation

€500,000

€500,000 €190,000

€500,000 €190,000

€500,000 €162,400

Annual variable compensation Exceptional compensation

€0

- -

- -

- -

- -

Directors’ fees Benefits in kind

€10,848

€11,471

€11,471

€11,471

TOTAL

€510,848

€701,471

€701,471

€673,871

❙ STATEMENT OF DIRECTORS’ FEES AND OTHER COMPENSATION RECEIVED BY NON-EXECUTIVE COMPANY OFFICERS (TABLE 3 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JUNE 2018) See Section 1.2.5, “Compensation of members of the Board of Directors” of the chapter 2, of the Sopra Steria 2018 Registration Document, (pages 66 and 67). ❙ SHARE SUBSCRIPTION AND PURCHASE OPTIONS GRANTED DURING THE YEAR TO EXECUTIVE COMPANY OFFICERS (TABLE 4 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JUNE 2018) None. ❙ SHARE SUBSCRIPTION AND PURCHASE OPTIONS EXERCISED DURING THE YEAR BY EXECUTIVE COMPANY OFFICERS (TABLE 5 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JUNE 2018) None.

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SOPRA STERIA CONVENING NOTICE 2019

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