Sopra Steria - 2019 Universal registration document


Organisation and operation of governance


Number of shares in the Company owned personally: 2,464 Date of first appointment: 27/06/2014 Date term of office ends: General Meeting to approve the financial statements for the year ended 31/12/2019

Non-voting director

Business address: Sopra Steria Group – 6, avenue Kleber 75116 Paris – France

Nationality: French

Age: 63

Appointments Outside France

Outside the Group

Listed company

Main positions and appointments currently held Innovation Executive Manager, Sopra Steria Group p

Chairman of the Board of Directors of Soderi p

Founder and Director of Fondation Sopra Steria Group - Institut de France p Member of the Board of Directors of Fondation UTC pour l’Innovation p Other directorships and offices held during the last five years Not applicable p

Biography Jean-Bernard Rampini has been with the Group for almost 40 years. Since 2015, he has been responsible for innovation and for overseeing the Group’s Corporate Venturing department. He is also a member of the Sustainable Development and Corporate Responsibility Committee. A graduate of the ESIEA engineering school, Jean-Bernard Rampini also has an independent director qualification from IFA-Sciences Po and a certificate from the European Institute for Creative Strategy and Innovation. He joined the Group in 1981, managing projects involving information systems and real-time systems, notably in the defence and transport sectors. From 1990, he was given Group-level responsibility for developing the aerospace, manufacturing and transport verticals in France. His responsibilities extended to the international sphere when he was appointed Deputy Director and subsequently Director of the Transport and Industry business unit. He established the Group’s Singapore-based transport subsidiary, where he served as Chairman until 2005. He oversaw and supervised major programmes and subsequently served as Director of Operations and Industrialisation until 2015. In this role, he supervised operational risk on major fixed-price projects and oversaw coordination with the Indian and Moroccan service centres and the development of service centres in France. He has also supported the development of employee share ownership within the Group as Chairman of Soderi. Jean-Bernard Rampini is a founding Director of the Sopra Steria-Institut de France Foundation, which supports projects that put digital technology to work for people – especially the most vulnerable – and the environment. With effect from 2020, he is also a member of the Board of Directors of Fondation UTC pour l’Innovation.

Owing to their professional experience as well as activities pursued outside the Company, the members of the Board of Directors have all acquired expertise in the area of management and some of them also have gained expertise in the Company’s industry sector. In addition, to the best of the Company’s knowledge, none has: any conflict of interest affecting the exercise of his/her duties and p responsibilities; any familial relationship with another member of the Board of p Directors, with the exception of Éric Pasquier, who is related to Pierre Pasquier; any conviction during the last five years in relation to fraudulent p offences; been incriminated and/or been the focus of an official public p sanction issued by statutory or regulatory authorities, nor barred by a court from serving as a member a supervisory board, board of directors or other management body of an issuer or from taking part in the management or conduct of an issuer’s business affairs at any point during the past five years; been involved in any bankruptcy proceedings or been subject to p property sequestration during the last five years as a member of a board of directors, a management body or a supervisory board.

Furthermore, there are no service agreements binding the members of governing and management bodies to the issuer or to any one of its subsidiaries that provide benefits upon the termination of such agreements. Preparation and organisation 1.3. of the work of the Board of Directors THE BOARD OF DIRECTORS, ITS ORGANISATION AND ITS WORKING PROCEDURES The organisation and working procedures of the Board of Directors are governed by law, the Company’s Articles of Association and the Board’s own internal rules. Each of the permanent Board Committees has adopted its own charter approved by the Board of Directors setting forth how it should operate. REGULATORY FRAMEWORK GOVERNING 1.3.1.



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