Sopra Steria - 2019 Universal registration document

3 CORPORATE GOVERNANCE

Standardised presentation of compensation paid to company officers

RECORD OF SHARE SUBSCRIPTION OR PURCHASE OPTIONS GRANTED – INFORMATION ON SHARE SUBSCRIPTION ❙ OR PURCHASE OPTIONS (TABLE 8 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JANUARY 2020) None.

OVERVIEW OF PERFORMANCE SHARE GRANTS – INFORMATION ON PERFORMANCE SHARES ❙ (TABLE 9 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JANUARY 2020) See Chapter 5, Section 5.4 (pages 176 and 178 of this Universal Registration Document).

SUMMARY STATEMENT OF THE MULTI-YEAR VARIABLE COMPENSATION OF EACH EXECUTIVE COMPANY OFFICER ❙ (TABLE 10 – AFEP-MEDEF CODE OF CORPORATE GOVERNANCE FOR LISTED COMPANIES, JANUARY 2020) None.

FAIRNESS RATIO TABLE ❙

2015

2016

2017

2018

2019

Compensation paid to the Chairman

548,212 537,022 43,186

530,341 663,777 44,729

529,077 814,958 45,532

531,818 646,847 46,741

535,880

Compensation paid to the Chief Executive Officer

1,004,548

Average annual compensation Ratio Chairman compensation/Average compensation

46,983

12.7

11.9

11.6

11.4

11.4

Ratio Chief Executive Officer compensation/Average compensation

12.4

14.8

17.9

13.8

21.5

Median annual compensation

38,246

38,350

38,745

39,390

40,001

Ratio Chairman compensation/Median compensation Ratio Chief Executive Officer compensation/Median compensation

14.3

13.8

13.7

13.5

13.4

14.0

17.3

21.0

16.4

25.2

Performance

2015

2016

2017

2018

2019

Level of quantifiable targets set by Executive Management achieved by the company (targets/annual variable compensation) Published economic performance (annual results press release) Consolidated operating margin Organic consolidated revenue growth

105%

98%

100%

85%

104%

6.8% 2.0%

8.0% 5.2%

8.6% 3.5%

7.5% 4.9%

8.0% 6.5%

Free cash flow

€49.3m €150.6m €111.4m €173.1m €229.3m

Sections 2.1.3 “Diversity and equal opportunity” and 4.4 “Targets and achievements” concerning actions to protect the environment in Chapter 4, “Corporate responsibility” of this Universal Registration Document on the Group’s performance in terms of corporate responsibility. This performance is also taken into account in compensation paid to the Chief Executive Officer by means of certain qualitative targets set. Comments: Compensation paid to the Chairman corresponds to the amounts owed as shown in the Afep-Medef tables. Compensation paid to the Chief Executive Officer corresponds to the amounts owed as shown in the AFEP-MEDEF tables. However, performance shares effectively delivered or deliverable subject to being with the company at the end of the vesting period are redistributed over each of the years covered by the plan depending on achievement of the performance conditions set. They are measured at fair value at the time of allocation

Average and median annual compensation paid to employees has been calculated on the basis of a population representing on average 88% of employees in France over the period (temporary exclusions from the scope are due to technical difficulties in processing data over all of the five years but calculations made in 2019 show that the result is not changed beyond the first decimal point). Compensation taken into account includes fixed compensation, variable compensation, bonuses of any kind, performance share plans (measured at fair value), matching employer contribution shares within the framework of employee share ownership plans, incentives. The percentage of quantifiable targets achieved by the Chief Executive Officer concerns targets associated with economic performance (operating profit on business activity and organic growth). This is calculated relative to the target value bestowing the right to 100% of variable compensation for the target achieved without taking account of the trigger thresholds used to calculate variable compensation. Other data representative of performance are published data prepared in accordance with applicable standards at the time of publication.

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SOPRA STERIA UNIVERSAL REGISTRATION DOCUMENT 2019