Sopra Steria - 2020 Universal registration document

7 SHARE OWNERSHIP STRUCTURE Information required by Article L. 22-10-11 of the French Commercial Code relating to public tender or exchange offers

Issue without pre-emptive subscription rights 12.2.

Duration of delegation (Expiry)

Maximum amount of capital increase 20% of the share capital, reduced to 10% of the share capital for non-equity securities

Use during the year

Securities transaction concerned

Resolution

Maximum issue amount

Nominal amount of €2 billion, if securities giving access to the share capital are to be issued 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 14 or 15, up to a maximum of €2 billion 10% of the share capital, up to a maximum of €2 billion 10% of the share capital, up to a maximum of €2 billion

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

9 June 2020 Resolution 14

26 months (August 2022)

None

Capital increase by way of a public offering provided for under no. 1 of Article L. 411-2 of the French Monetary and Financial Code

9 June 2020 Resolution 15

26 months (August 2022)

10% of the share capital per year

None

15% of the amount of the capital increase under Resolution 14 or 15, up to a maximum of 10%/20% of the share capital

Capital increase (ordinary shares and other securities giving access to the share capital) in the event of oversubscription in accordance with Resolution 14 or 15

9 June 2020 Resolution 17

26 months (August 2022)

None

Capital increase as consideration for securities tendered in the event of contributions in kind

9 June 2020 Resolution 18

26 months (August 2022)

10% of the share capital

None

Capital increase as consideration for securities tendered in the event of a public exchange offer

9 June 2020 Resolution 19

26 months (August 2022)

10% of the share capital

None

Authorisations for issues reserved for employees and company officers 12.3. without pre-emptive subscription rights

Authorised percentage for executive company officers

Date of GM and resolution 12 June 2018 Resolution 23 9 June 2020 Resolution 21

Authorised percentage

Use during the year

Expiry date

38 months (August 2021) 26 months (August 2022)

Free share plans

3% (1)

0.15%

None

Capital increase for employees enrolled in a company savings plan

3% (1)

None

This upper limit, calculated on the basis of the share capital at the date of the authorisation, is cumulative for all issues reserved for employees and company officers. (1)

Information required by Article L. 22-10-11 of the 13. French Commercial Code relating to public tender or exchange offers

on transfers of shares: Shares are freely tradable, other than as • specified by applicable laws or regulations (Article 11 of the Articles of Association). The Company has not been informed of any clauses of agreements pursuant to Article L. 233-11 of the French Commercial Code other than those set out in Section 6 of this chapter (page 269); any direct or indirect interests in the capital of the Company of 3. which the latter has been informed pursuant to Articles L. 233-7 and L. 233-12 of the French Commercial

Pursuant to Article L. 22-10-11 of the French Commercial Code, the elements mentioned in this article are detailed below: the Company’s ownership structure is presented in Section 2, 1. "Share ownership structure" of this chapter (page 267); there are no restrictions in the Articles of Association: 2. on the exercise of voting rights: Fully paid-up shares held in • registered form for at least two years have double voting rights (Article 29 of the Articles of Association),

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SOPRA STERIA UNIVERSAL REGISTRATION DOCUMENT 2020