WORLDLINE_REGISTRATION_DOCUMENT_2017

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Corporate Social Responsibility report Being a responsible employer

D.3.5.6

Shareholding plans [WL5]

Early 2017, Worldline implemented an ordinary performance shares plan exclusively in favor of the operational management team of the equensWorldline company. Details on the performance conditions are provided in section 17 of the 2016 Registration Document. Finally, the Board of Directors, during the meeting held on July 24th 2017, decided upon the recommendation of the Nomination and Remuneration Committee to proceed with the issuance of existing or to-be-created ordinary performance shares of the Company to reward the first managerial lines and talents of Worldline, including the CEO. The details of the 2017 Performance shares plan as well as the summary of the previous performance shares and Stock-options plans are detailed in sections G.3.2.4 table 2, G.3.2.8 and G.3.2.10 of the document. The launch of Worldline's first employee shareholding plan (“Boost”) took place on November 20, 2014, and 22.02% of eligible employees purchased stocks in the Company (WL5). All members of the Executive Committee of Atos SE used to benefit, until March 1, 2015 of a supplemental defined contribution plan. Contributions paid by the employer correspond to 5% of compensation paid and are limited to tranches A, B and C. Employees were not required to make contributions. In addition, members of the Executive Committee of Atos SE who end their career within Atos SE or Atos International SAS benefit from a supplementary pension plan within the framework of Article L.137-11 of the French Social Security Code. Terms and conditions of the supplementary pension plan applicable to employees or Directors of Atos International SAS or Atos SE, members of the Executive Committee of the Atos Group. The benefit of this scheme is subject to a presence condition within the companies Atos SE and Atos International SAS upon the liquidation of pension’s rights in accordance with article L. 137-11 of the French Social Security Code. In 2015, the supplementary pension plan rules were amended including the strengthening of the acquisition rights by providing for an acquisition of these rights conditioned upon the achievement of performance criteria as set annually by the Atos SE Board of Directors. Change of the terms and conditions for determining the amount of the pension supplement ▪ The annual amount of the pension supplement is 0.625% of the reference compensation per entire calendar quarters of seniority recognized by the scheme. The reference compensation is the average of the last sixty monthly compensation multiplied by twelve; For the assessment of this reference compensation, only the followings are taken into account: ▪ the basic compensation, ▪ the annual bonus actually paid excluding any other form of variable compensation. This annual bonus is taken into account within the cap of 130% of the basic compensation. Entire calendar quarters of seniority are only taken into account to assess the amount of the pension supplement if they relate to a Complementary and supplementary D.3.5.7 pension plans [GRI 201-3]

Group Savings Plan A group or company savings plan is a collective savings system that offers employees of member companies the opportunity to build investment portfolios with the help of their employer. In particular, it may receive contribution from a profit-sharing or incentive scheme, as well as voluntary contributions. The sums invested in a company savings plan may not be withdrawn for five years, except in the case of early release provided by law. The establishment of a savings plan is mandatory in France in companies having set up a Profit Sharing Agreements pursuant to Article L. 3332-3 of the Labor Code. A group savings plan was concluded within the Atos Group on July 17, 2000 for an indeterminate duration and was subject to twelve riders, the last of which was dated November 25, 2016. This plan is available to most of the Atos Group’s companies (including Worldline Group companies) and offers employees of these companies with more than three months of seniority the opportunity to immediately invest all amounts paid to them to subscribe for shares in company investment funds (“fonds communs de placement d’entreprise” –FCPE). A company savings plan was created within Worldline on October 6, 2014 for an indeterminate duration. This plan is offered to Worldline Group member companies and offers employees of these companies with more than three months of seniority the opportunity to immediately invest all the amounts paid to them in the subscription of shares in company investment funds (FCPE), in connection with the Worldline's "Boost" employee shareholding. This plan was the subject of an amendment on September 1, 2015. Stock-Options andPerformance Shares Plans granted to ExecutiveDirectors [GRI 102-35] Worldline is strongly committed to associating its employees with the long-term performance and results of the Group, notably through Long-Term Incentive plans. Beneficiaries of such LTI plans are mostly the first managerial lines of Worldline including the CEO. In order to reward and retain key-talents, Worldline implemented two Stock-options plans in 2014 and 2015, respectively approved by the Board of Directors on September 3rd 2014 and July 27th 2015, on the basis of the eighteenth resolution of the Shareholders’ meeting dated June 13, 2014. A detailed description of the plans is set forth in the 2014 and 2015 Registration documents and the detailed performance conditions is set forth in Section 17.3.3 of the 2016 Registration Document. In 2016, Worldline implemented its third and fourth stock-options plans, which are not offered to any Senior Executive. Details on the performance conditions are provided in the 2016 Registration Document. The Board of Directors dated July 25, 2016 has decided, upon recommendation of the Nominations and Remunerations Committee to proceed with the issuance of existing or to-be-created ordinary performance shares of the Company to the benefit of the first managerial lines and key talents of Worldline, including the Chief Executive Officer. A detailed description of such performance conditions plan is set forth in Section 15 of the 2016 Registration Document.

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Worldline 2017 Registration Document