Sopra Steria // 2022 CONVENING NOTICE

3 DRAFT RESOLUTIONS SUBMITTED TO THE SHAREHOLDERS’ MEETING Presentation of resolutions

2.1.4

DECISION SETTING THE AMOUNT

The biographies of Noëlle Lenoir, André Einaudi, Michael Gollner and Jean-Luc Placet are presented in Chapter 2 of this Convening notice, in Section 1.2.8 “Detailed presentation of the members of the Board of Directors” (pages 44 to 47). The process used to select candidates for positions as Directors is described in Chapter 2 of of this Convening notice in Section 1.2.2 “Compensation of the Chief Executive Officer” (page 35). Following this process, which had focused on an initial list of seven potential candidates, the Board of Directors decided, at the recommendation of the Nomination, Governance, Ethics and Corporate Responsibility Committee, to present a resolution at the General Meeting of Shareholders to appoint Yves de Talhouët as a Director for a term of office of three years, to facilitate the staggering of terms of office for Board members. The reasons put forward to justify this proposed appointment are, first and foremost, Yves de Talhouët’s knowledge of the digital services sector, but also his familiarity with Axway Software, in which Sopra Steria Group has a 32% stake, and his experience as an entrepreneur. In addition, the Board of Directors considers his experience with family-owned businesses as a point of interest. The Board of Directors takes the view, as does the Nomination, Governance, Ethics and Corporate Responsibility Committee, that Yves de Talhouët should be considered independent, as defined by the AFEP-MEDEF Code, notwithstanding his current term of office as a Director of Axway Software, which is due to end in 2023 (see Section 1.2.6 “Independent Directors” of Chapter 2 of this Convening notice (page 37). The Board of Directors is of the opinion that a significant number of its members, in addition to the representatives of Sopra GMT, should have in-depth knowledge of this company. Such knowledge has proved useful in the past, particularly in connection with discussions on strategy and the work of the Audit Committee.

OF COMPENSATION AWARDED TO DIRECTORS FOR THEIR SERVICE, AS REFERRED TO IN ARTICLE L. 225-45 OF THE FRENCH COMMERCIAL CODE (PREVIOUSLY KNOWN AS DIRECTORS’ FEES) (RESOLUTION 10)

You are asked to set the amount of total compensation to be awarded to Directors for their service, as referred to in Article L. 225-45 of the French Commercial Code (previously known as directors’ fees) at €500,000. This amount shall be divided up in full in accordance with the compensation policy (pursuant to Article L. 22-10-14 of the French Commercial Code) set out in Chapter 2 of this Convening notice, in Section 2.3.1 “Compensation of Directors of the parent companny” (page 65). OF DIRECTORS (RESOLUTIONS 11 TO 15) Five Directors’ terms of office are due to expire at the close of the General Meeting of 1 June 2022. The Directors concerned are Noëlle Lenoir, André Einaudi, Michael Gollner, Jean-Luc Placet and Jean-François Sammarcelli. In accordance with the provisions of Article 14 of the Company’s Articles of Association, as amended at the General Meeting of 9 June 2020 and with effect from that date, Directors may be appointed or reappointed for a term of office of one, two or three years, in place of the term of office of four years stipulated in the Articles of Association, to allow for the staggering of terms of office for Board members. Consequently, the Nomination, Governance, Ethics and Corporate Responsibility Committee decided, taking into account in particular their expertise and their independence, to recommend that the Board submit the following proposals for shareholder approval at the General Meeting: the renewals of the directorships of Noëlle Lenoir and André p Einaudi for a term of office of four years, pursuant to the Articles of Association; the renewal of the directorship of Michael Gollner for a term of p office of one year; the renewal of the directorship of Jean-Luc Placet for a term of p office of two years; and the appointment of Yves de Talhouët as a new Director for a p term of office of three years. REAPPOINTMENT AND APPOINTMENT 2.1.5

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SOPRA STERIA NOTICE OF MEETING 2022