TECHNICOLOR_REGISTRATION_DOCUMENT_2017

1 - PRESENTATION OF THE GROUP Share capital and shareholding

II – Delegations to allow equity-linked instruments for employees or Corporate Officers

Duration of the authorization and date of expiration

Number of shares and percentage of capital likely to be issued 4,112,743 shares representing 1% of the share capital on April 29, 2016) 4,112,743 shares representing 1% of the share capital on April 29, 2016 8,239,744 shares representing 2% of the share capital on February 29, 2016

Type of the financial delegation

Amount used

Amount available

Capital increase without preferential subscription rights, reserved for employees who are members of a Group Savings Plan (26 th resolution of the AGM of April 29, 2016) Capital increase without preferential subscription rights, reserved for specific categories of beneficiaries – shareholding operations for employees outside the Group savings Plan (27 th resolution of the AGM of April 29, 2016) Grant of free shares to all employees or certain categories of employees and/or officers (28 th resolution of the AGM of April 29, 2016) Overall limits on issues (29 th resolution of the AGM of April 29, 2016)

18 months October 29, 2017

None

N/A

18 months October 29, 2017

None

N/A

26 months June 29, 2018

7,386,000 shares granted (1)

853,744 shares available for allocation (2)

N/A 164,794,880 shares representing 40% of the share capital on February 29, 2016

7,386,000 shares granted

157,408,880 shares available

3,040,500 shares were granted by the Board of Directors in 2016. They will be issued in 2019, subject to the achievement of performance and presence conditions as laid down in (1) the plan regulations (See section 4.2.3: “Details on Stock Option Plans and Performance and Restricted Share Plans” under Chapter 4 “Corporate governance and compensation”). 4,345,500 shares were granted by the Board of Directors in 2017. They will be issued in 2020, subject to the achievement of performance and presence conditions as laid down in the plan regulations (See section 4.2.3: “Details on Stock Option Plans and Performance and Restricted Share Plans” under Chapter 4 “Corporate governance and compensation”). In consideration of the 7,386,000 shares granted in 2016 and 2017, 853,744 shares remain available for allocation by the Board of Directors under this authorization. (2)

DIVIDEND POLICY

1.4.4 [G4-EC1] GRI

Any payment of dividends or other distributions depends on the Company’s financial condition and results of operations, especially net income, and its investment policy. Upon proposal of the Board of Directors, with respect to fiscal year 2016, the General Shareholders’ Meeting of May 24, 2017 voted the payment of a dividend of €0.06 per share, which was paid in cash as of June 23, 2017. Upon proposal of the Board of Directors, with respect to fiscal year 2015, the General Shareholders’ Meeting of April 29, 2016 voted the payment of a dividend of €0.06 per share, which was paid in cash as of May 26, 2016. Upon proposal of the Board of Directors, with respect to fiscal year 2014, the General Shareholders’ Meeting of April 9, 2015 voted the payment of a dividend of €0.05 per share, which was paid in cash as of May 22, 2015.

€0.40

€0.30

€0.20

€0.10

0.06 0.06

0.05

0

0

0

0

0

€0.00

2010 2011

2016 2015 2014 2013 2012 2017

Furthermore, the Term Loan Debt and the RCF agreements contain clauses restricting the Company’s ability to declare or pay dividends (see note 8.3 to the consolidated financial statements: “Borrowings”).

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TECHNICOLOR REGISTRATION DOCUMENT 2017