Altamir - Registration Document 2016

4

INFORMATION ABOUT THE COMPANY AND ITS CAPITAL

Articles of Association

COMMERCIAL REGISTRY NUMBER AND BUSINESS ACTIVITY CODE

For each financial year, the Company also pays to holders of Class B shares as dividends, at such times and places designated by theManagement Company andno later than ninemonths after the balance sheet date, an amount equal to 18% of the adjusted net income for that year, as defined above. The balance of the distributable profit is payable to shareholders. The allocation of this profit is decided by the Shareholders at their Ordinary General Meeting, on the recommendation of the Supervisory Board. On the recommendation of the Supervisory Board, the Shareholders may decide to allocate a portion of the balance of the distributable profit, payable to shareholders, to retained earnings or to one or more extraordinary, general, or special non- interest-bearing reserves, to which the general partner, in this capacity, has no right. These reserves may also be incorporated into the capital. Dividends are paid at the times and places designated by the Management Company and no later than nine months from the balance sheet date, unless this deadline is extended by court order. On the recommendation of the Supervisory Board, the Shareholders may grant each shareholder, whether a holder of ordinary shares or Class B shares, the option to receive payment of all or a part of the dividend or interim dividend in cash or in ordinary shares, under the conditions stipulated by law. At their General Meeting of 28 April 2017, shareholders will be asked to approve an amendment to the Articles of Association introducing a hurdle rate for the calculation of carried interest on the co-investments made by the Company since 2013.

The Company has the Paris commercial registry number 390 965 895 and the business code 6420Z.

ALLOCATION AND DISTRIBUTION OF PROFITS (ARTICLE 25 OF THE ARTICLES OF ASSOCIATION) Shareholders approve the financial statements for the previous year and note the existence of a distributable profit. It is expressly stated that the costs incurred by the general partner in the interests of the Company shall be reimbursed upon presentation of supporting documents and included in the expenses of the Company. For each financial year, theCompanypays to thegeneral partner as dividends, at the times andplaces designatedby theManagement Company and no later than nine months after the balance sheet date, an amount equal to 2%of adjusted net income for that year. Adjusted net income, b, is calculated as follows: β = [RN - (1- τ ) P] - α - γ where: RNisequal tothenet incomeof the financial year, asapprovedby shareholders at their Ordinary AGM, less net unrealised capital gains generated through internal restructuring transactions ( e.g. mergers, partial asset contributions, spin-offs) concerning the Company itself or companies in which the Company holds an ownership interest; τ is equal to the full corporate tax rate (including any tax surcharges) effectively applied to P, as defined below; P is equal to net financial income generated by short-term money-market investments and capital gains on marketable securities, less interest expense on the Company’s borrowings. If P is negative for a given year, it is not taken into account for that year and its amount is carried forward to P of subsequent years; α is equal to the sum of adjusted net losses of previous years that have not already been applied to an adjusted net profit; γ is equal to the portion of net income for the year deriving from the Company’s investments in an Apax France fund and any entity payingmanagement fees to anApax assetmanagement entity.

GAIN ON LIQUIDATION (ARTICLE 26 OF THE ARTICLES OF ASSOCIATION)

Any gains on liquidation are allocated first to shareholders of each category (ordinary or Class B). Shareholders receive up to the amount they contributed as share capital, share premiums or merger premiums. Any remainder is then allocated to holders of ordinary shares only, up to the amount of reserves created through the allocation of earnings. Anybalance still remaining is allocatedas follows: 80% toordinary shareholders, 18% to Class B shareholders and 2% to the general partner.

160 REGISTRATION DOCUMENT 1 ALTAMIR 2016

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