CAPGEMINI_REGISTRATION_DOCUMENT_2017

5

CAPGEMINI AND ITS{SHAREHOLDERS

5.1 Capgemini{share capital

Maximum amount{ (1){(2) (in euros)

Authorization date and resolution number

Purpose of the authorization

Expiry date

Used during 2017

i) Share capital increase by issuing shares and/or securities granting access to the share capital in consideration for contributions in{kind j) Share capital increase by issuing shares and/or securities granting access to the share capital with cancellation of PSR, reserved for members of Group savings plans k) Share capital increase by issuing shares and/or securities granting access to the share capital with cancellation of PSR, reserved for employees of certain non-French subsidiaries

07/18/2018

This authorization was not used in 2017

€137{million (par value) €2.5{billion (issue amount) 10% of share capital €48{million (par value){ (2)

05/18/2016 (18 th )

11/10/2018 3,446,537{shares were issued pursuant to this 17 th {resolution within the

05/10/2017 (17 th )

context of the 2017{employee savings plan, representing a par value amount of €27,572,296

05/10/2017 (18 th )

11/10/2018 153,463{shares were issued pursuant to this 18 th resolution within the

€24{million (par value){ (2)

context of the 2017{employee savings plan, representing a par value amount of €1,227,704 1,586,097{performance shares (€12,688,776{million par value) were granted to 1,332{beneficiaries by decisions of the Board of Directors on 07/26/2017 and on 10/05/2017

l) Grant of performance shares

11/10/2018

1% of share capital

05/10/2017 (16 th )

Recap of overall limits: a maximum par value amount of €550{million and a maximum issue amount of €7.5{billion for all issues with and without pre-emptive subscription rights; issues (1) performed pursuant to j), k) and l) above are not included in these general limits. Total share capital increases decided pursuant to j) and k) are aggregated at a maximum par value amount of €48{million. (2) Shares purchased in the course of 2017 but prior to the Ordinary Shareholders’ Meeting of May 10, 2017 were acquired pursuant to the 10 th resolution of the Shareholder's Meeting of (3) May 18, 2016.

Use of authorizations during{2017 Pursuant to the authorization granted by the Ordinary Shareholders’ Meeting of May{10, 2017 in the eleventh{resolution, 5,530,159{shares have been purchased under the share buyback program (excluding the liquidity contract) at an average price of €97.69. As part of the liquidity contract 904,664{shares were purchased at an average price of €91.96 and 1,025,733{shares were sold at an average market price of €91.70. The balance of the liquidity contract on December{31, 2017 is 28,931{shares and about €20{million. In addition, pursuant to the powers conferred on it by the Extraordinary Shareholders’ Meeting of May{18, 2016 in the eleventh{resolution, the Board of Directors in its meeting of February{15, 2017 cancelled 2,414,685{shares with a value of €195,291,999.69, and in its meeting of December{6, 2017 cancelled 4,265,838{shares with a value of €434,051,051.63. Pursuant to the authorization granted by the Extraordinary Shareholders’ General Meeting of May{10, 2017, in its sixteenth resolution, the Board of Directors decided on July{26, 2017, to award 63,597{restricted shares to 35{beneficiaries, and on

October{5, 2017 to award 1,522,500{performance shares to 1,297{beneficiaries (managers and corporate officers of French and foreign subsidiaries, members of the Executive Committee including the Chairman and Chief Executive Officer). Finally, the Board of Directors by decision on July{26, 2017, made use of the seventeenth{and eighteenth{resolutions adopted by the Extraordinary Shareholders’ Meeting of May{10, 2017, to increase the capital of the Company in favor of employees by issuing 3,600,000{new shares within the fourth{employee savings plan. The increase of capital, representing a par value amount of €28,800,000, was completed on December{18, 2017. Renewal of the authorizations to increase share capital at the 2018 Shareholders’ Meeting The outstanding authorizations described above will all be submitted for renewal at the Shareholders’ Meeting of May{23, 2018. For further details, please refer to chapter{6 of this Registration Document.

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REGISTRATION DOCUMENT 2017 — CAPGEMINI