Atos - Registration Document 2016

G Corporate governance and capital G.6 Code and charts [G4-15] et [G4-56]

Dealing during closed periods

is defined as six weeks prior to the publication of Atos SE annual whether directly or indirectly, during any “closed period”, which privileged information must not deal in Atos SE securities, Employees who are likely to have access on a regular basis to

Atos SE first semester financial statements or of the financial financial statements and four weeks prior to the publication of information concerning the first and third quarters.

Hedging of stock-options and performance shares

performance shares they were awarded, during acquisition • and blocking periods. share award plans, the Chairman and Chief Executive Officer, on 2015 and on July 26, 2016, took note of the Company’s the occasion of the award of performance shares on July 28, In line with the commitments made on the occasion of previous transactions over the shares which are the subject of the award prohibition towards him not to engage in any risk hedging throughout the duration of his social mandate.

against Atos SE stock price changes from their exposure to the or sell at a certain price or any other terms and conditions) potential value of: derivatives or otherwise, hedging operations (right to purchase All staff members are prohibited to put in place, by means of stock-options they are entitled to until the beginning of such • options’ exercise period;

Internal rules and charter of Board of Directors

G.6.5

The Board of Directors of Atos SE has approved Internal Rules that were updated during its meeting held on December 19,

Directors and a Guide to the prevention of insider trading. 2016 and to which is attached a Charter of the Board of

Extracts of the Internal rules of the Board of Directors

The provisions of the Internal Rules of the Board of Directors Directors, (ii) operation of the Board of Directors (iii) Lead regarding such topics as (i) reserved matters of the Board of mission and operation of the committees, (vi) assessment of the director, (iv) Participative committee representatives, (v)

dedicated sections of this Registration Document. The Internal works of the Board of Directors, were summarized in the summarized below: Rules provide for additional provisions, the main ones being

Information supplied to the Directors

G

The Company shall be required to provide its Directors with any of the Board of Directors in such a way as to enable it to carry information necessary for the efficient participation in the work apply at any time in the life of the Company where the out its mandate under appropriate conditions. The same shall permanent information shall include any relevant information, importance or urgency of the information so requires. This

information that he or she deems necessary for the full Director may request from the Chairman any complementary agenda of the meetings. accomplishment of his or her tasks, particularly in view of the particularly articles in the press and financial analysis reports. A including critical information, concerning the Company and

Acceptance of new social mandates

The Chairman and Chief Executive Officer seeks the Board of Directors’ opinion before accepting new social mandate in a listed company, whether French or foreign, outside the Group.

Atos | Registration Document 2016

293