Worldline - Registration Document 2016

21

Additional Information Constitutive Documents and Bylaws

compared with € 0.91 in 2015 (+7.7%). Diluted adjusted earnings per share 1 was € 0.98 in 2016, € 398.9 million, increasing by €+75.6 million compared with the net cash position as at December 31, 2015. This net cash position € 135 million to € 140 million target set for the year and increasing by +9.3% compared with 2015. Net cash reached includes the proceeds from the sale of Worldline’s investment in Free cash flow in 2016 was € 140.4 million, at the high end of the Visa Europe for € 35.6 million and the net disbursement of € 111.0 million linked to the acquisition of Paysquare and KB Smartpay.

which compares to € 119.9 million in 2015. 258.7 million or 19.8% of sales. Net income Group share included the profit from the disposal of the Visa Europe share for € The Group’s OMDA improved by +90bp, reaching € 51.2 million and stood at € 144.2 million. Net income Group share adjusted for non-recurring expenses reached € 129.2 million,

Constitutive Documents and Bylaws 21.2

The Company’s bylaws were prepared in accordance with the laws and regulations applicable to French limited liability corporations (sociétés anonymes) with Boards of Directors. The principal provisions described below have been taken from the Company’s bylaws.

Corporate Purpose (article 2 of the Bylaws)

21.2.1

Pursuant to article 2 of its bylaws, the Company’s purpose is to: Conduct research, study, development and production in ● regard to all materials, software, systems or devices that use new techniques or new information technology (as well as the provision of related services), namely in the payment services sector, transactional services, digital services and telecommunications; Perform customer service functions for telecommunications ● operators and service providers, in particular by creating subscribers and processing their claims, as well as related service offers; Manage telecommunications network and services ● subscription agreements, including providing information to Provide services to businesses, including marketing studies, ● direct marketing, data processing and training, as well as the provision of services and solutions to financial establishments; Provide advice, assistance and operational support by any ● means, with respect to all banking and financial banking or financial instruments; documentation, especially the processing, entering, postmarking, encoding, micro-filming, archiving and any existing or future type of handling of checks or other and managing telephone call centers;

Develop software for its own needs or third-party needs; ● Use and market licenses, patents, trade secrets, formulas ● and any other similar intellectual property rights; Provide technical support and maintenance for all devices ● and installations completed or marketed under the Company’s purpose; Represent any company, French or foreign, whose services, ● materials, software, systems or devices are directly or indirectly related to the purposes defined above; foreign company with a similar purpose as that of the Company, or in order to develop its own business; Acquire interests and shareholdings in any French or ● ventures or taking of ownership rights through leasing or lease management of any property or rights, or otherwise; for the account of third parties, either on its own or with third parties, or through the creation of new companies, contributions to limited partnerships, mergers, alliances, joint Do everything, directly or indirectly on its own account or ● related purposes likely to further the Company’s development or expansion. industrial transactions on real or other property relating directly or indirectly to the above purposes or any similar or And, generally, undertake all financial, commercial and ●

EPS including the impacts of potentially dilutive instruments, calculated on the net result adjusted for non-recurring items, net of tax. 1

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Worldline 2016 Registration Document