CAPGEMINI_REGISTRATION_DOCUMENT_2017

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REPORT OF THE BOARD OF{DIRECTORS AND{DRAFT{RESOLUTIONS TO{BE PRESENTED AT{THE{COMBINED SHAREHOLDERS’ MEETING OF MAY{23, 2018

6.1 Resolutions presented at the Ordinary Shareholders’ Meeting

PRESENTATION OF THE 4 TH {RESOLUTION

APPROVAL OF THE COMPONENTS OF COMPENSATION AND ALL TYPES OF BENEFIT IN KIND PAID OR GRANTED IN RESPECT OF FISCAL YEAR 2017 TO MR.{PAUL HERMELIN, CHAIRMAN AND CHIEF EXECUTIVE OFFICER

Pursuant to Article{L.225-100{II of the French Commercial Code and provisions introduced by the law on transparency, the fight against corruption and the modernization of the economy (the so-called Sapin{II{law), shareholders are now called to express their opinion on the fixed, variable and exceptional components of total compensation and all types of benefit in kind paid or granted in respect of the previous fiscal year to executive corporate officers. It is recalled that the principles and criteria for determining, allocating and awarding the fixed, variable and exceptional components of total compensation and all types of benefit in kind granted to Mr.{Paul Hermelin, Chairman and Chief Executive Officer, in respect of his duties, were approved by shareholders at the Shareholders’ Meeting of May{10, 2017 (5 th {resolution).

On the Compensation Committee’s recommendation, the Board of Directors, at its meeting of February{14, 2018, has approved the fixed, variable and exceptional components of total compensation and all types of benefit in kind, paid or granted to Mr.{Paul Hermelin in respect of fiscal year{2017. The table below summarizes all the components of Mr.{Paul Hermelin’s compensation, submitted to shareholder vote pursuant to the 4 th {resolution, as presented in the Board of Directors’ report on corporate governance and also included in Section{2.4.2 of the 2017{Registration Document, paragraph{“Compensation components due or awarded in respect of 2017 to Mr.{Paul Hermelin, Chairman and Chief Executive Officer”.

Compensation components due or awarded in respect of 2017 to Mr.{Paul Hermelin, Chairman and Chief Executive Officer and subject to shareholder mandatory vote

{

Amount or accounting value subject to vote €1,452,000 (paid in 2017)

Presentation

Fixed compensation

The gross fixed compensation of €1,452,000 for fiscal year 2017 was approved by the Board of Directors on February{15, 2017 at the recommendation of the Compensation Committee. It represents 60% of the total theoretical compensation if objectives are attained and is reviewed at long intervals in accordance with the AFEP-MEDEF Code. This amount is unchanged on 2013 when it was increased by 10% to reflect the change in Mr.{Paul Hermelin’s role who became Chairman and Chief Executive Officer at the end of the Combined Shareholders’ Meeting of May{24, 2012, the extension of his responsibilities and the evolution and internationalization of the Group since 2008, when his compensation was last modified. The annualized increase in his theoretical compensation since 2008 and therefore in his fixed compensation is 1.1% per annum . This theoretical compensation falls within the median of CAC{40 executives.

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REGISTRATION DOCUMENT 2017 — CAPGEMINI