TELEPERFORMANCE_Registration_document_2017

CORPORATE GOVERNANCE

4

4.2 Remuneration of directors and executive officers

The amount of variable remuneration that the Deputy Chief Executive Officer would not have received if the fraud had not been committed will be repaid to the Company. It is specified that, in accordance with the provisions of Articles L.225-37-2 and L.225-100 of the French Commercial Code, the payment of the variable remuneration granted in respect of financial year 2018bis subject to the approval by an ordinary shareholders’ meeting of the remuneration elements of the person concerned, paid or granted in respect of the preceding year, in respect of his office. Long-term remuneration (performance share grants and similar schemes) In application of its current policy in terms of grants of long-term remuneration (grants every three years), no shares, pursuant to one of the performance share plans or long-term incentive plans, will be granted during the year 2018bin favor of the Deputy Chief Executive Officer. Benefits in kind The Deputy Chief Executive Officer does not receive any benefits in respect of his term of office. It is reminded that, in respect of his employment contract, he benefits from the use of a company car.

Deferred remuneration: compensation under non-compete undertakings and agreements The Deputy Chief Executive Officer is bound to the Group by a non-compete agreement, the modalities of which, are described in sectionb4.2.2.2 of the 2017 Registration Document, and were authorized by the Board of Directors held on Novemberb30 th , 2017. This non-compete agreement, of a 1 year duration, is compensated at 1 year remuneration (fixed and variable) paid in respect of executive functions as an employee and /or executive officer within the Group. Other remuneration items The remuneration structure of the Deputy Chief Executive Officer does not provide for compensation or remuneration granted upon the taking or termination of duties, exceptional remuneration, multi-year variable remuneration, additional or complementary pension scheme, stock-option grants or the retention of performance shares, or equivalent scheme, in the event of departure (unless decided otherwise, in the latter case, by the Board of Directors which would decide in accordance with the recommendations of the AFEP-MEDEF code in this respect).

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Teleperformance bb - bb Registration documentbb 2017