Atos - Registration Document 2016

G Corporate governance and capital G.4

Executive compensation and stock ownership

Executive compensation and stock ownership G.4

Directors’ fees

G.4.1

[G4-51]

In accordance with a resolution adopted at the Combined directors’ fees was set at € 500,000. General Meeting of May 26, 2016, the 2016 annual budget for Remuneration Committee. In order to enhance its compliance of Directors, based on the proposal of the Nomination and The rules of payment of the directors’ fees are set by the Board the variable compensation for each attended Board meeting and significant variable portion, by increasing by 50% the amount of 2016, the fees were allocated on the basis of the following by reducing the amount of the fixed compensation by 20%. For allocation rules of the Directors’ fees in order to include a Nomination and Remuneration Committee, decided to amend the meeting held on December 17, 2015, on the proposal from the with the AFEP-MEDEF Code, the Board of Directors, during its

compensation of € 1,500 for each attended Board meeting; meeting. The lead director receives an additional for the Committees: compensation remains unchanged and is • attended meeting for the Chairman of the said Committee and only based on attendance to the meetings: € 1,500 per Committee. € 750 per attended meeting for each member of the renounced to the director’s fees he was entitled to. As it was the case the previous years, Thierry Breton has With the exception of (i) Thierry Breton, Chairman and Chief employee shareholders, and (iii) Aminata Niane, entrusted by Executive Officer, (ii) Jean Fleming, director representing Group operations in West Africa and Morocco (1) , the members of the Board of Directors with a 12-months mission concerning Atos compensation from Atos SE or any of its subsidiaries. the Board of Directors did not receive in 2016 any other

principles:

for the Board of Directors: a fixed compensation of € 20,000 • per director plus a variable fee of € 1,500 per attended

mission concerning Atos Group operations in West Africa and Morocco, pursuant to the provisions of article L. 225-46 of the French Atos SE’s Board of Directors decided on March 26, 2015 to entrust Ms. Aminata Niane, in her capacity as Director, with a specific (1) March 1, 2016. Ms Niane’s compensation pursuant to this mission amounts to 50,000 euros over 12 months. The compensation Commercial Code. On February 23, 2016, the Board of Directors approved the start of her mission of twelve months as from owed pursuant to 2016 amounts to 41,666.60 euros.

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