Altamir - Registration Document 2016

CORPORATE GOVERNANCE

Company management and governing bodies

James Mara – (70) was a Managing Director at GE Asset Management in Stamford, CT (USA) for more than 20 years until 2014. During that time he built up a $2 billion international private equity business, raised and managed two international buyout funds and underwrote numerous investments in Europe, Russia, North and Southeast Asia and LatinAmerica. Previously, Mr. Mara spent five years as deputy treasurer, based in London, providing treasury and financing support toGE’s international mergers and acquisition team. Prior to joining the GE group, Mr. Mara headed the international treasury function of RJR Nabisco in London for four years and prior to that, held several tax management and advisory positions for US corporations. Mr. Mara holds an L.L.M. in taxation from Boston University, a J.D. from the University of Connecticut and a B.S. from Fairfield University. Eddie Misrahi – (62) joined Apax Partners in 1991 as a Partner in charge of investments in TMT. He has supported the growth of young, innovative companies ormoremature companies through growth financing and buyout transactions. He became Deputy Chief ExecutiveOfficer of ApaxPartners SA in2007 andChairman and Chief Executive Officer of Apax Partners MidMarket in 2010. He startedhis career atMcKinsey&Co. inParis, then inMexicoCity, before working at a US telecommunications group in the United States. He was president of the AFIC (Association Française des Investisseurs pour la Croissance) for financial year 2007/08. Mr. Misrahi is a graduate of Ecole Polytechnique and holds an MBA from Harvard Business School. Maurice Tchenio – (73) is Chairman of Altamir Gérance and Chairman and CEO of Apax Partners SA. He is also Chairman of theAlphaOmega Foundation. He began his career as an assistant professor of finance at HEC, before taking a position as project leader at the Paris-based Institut de Développement Industriel (IDI), an investment bank specialising in equity investments. In 1972, he founded Apax Partners with Ronald Cohen and Alan Patricof. Today, Apax Partners is a global private equity leader. From 1972 to 2010, he was the Chairman and CEO of Apax Partners, the Group’s French arm. In 1995, he created Altamir, a listed private equity company. In 2010, he created AlphaOmega, a venture philanthropy foundation recognised for its public interest. He is the co-founder of the AFIC (Association Française des Investisseurs pour la Croissance) and former director of EVCA (EuropeanPrivateEquity andVentureCapital Association). Mr. Tchenio has degrees fromHEC and Harvard Business School, where he was a Baker scholar, obtaining his diploma with High Distinction. Romain Tchenio – (41) holds a diploma from ESCP Europe. He started his career as a financial analyst with Pricewaterhouse Coopers Corporate Finance. He joined Toupargel in 2004 as Supervisor and then became Manager of the teleprospecting platform in Marseille. He was appointed southwest Regional Manager in September 2006, then Director of Development the following January before becoming Director of Sales, a position he held from 2010 to 2013. He was named CEO of Toupargel Groupe in July 2013 andChairman andCEO in early January 2017. Altamir Gérance has no corporate officer role other than that of Management Company. In accordance with section 14.1 of Appendix 1 of EC Regulation 809/2004, the positions and appointments held by Maurice Tchenio are listed in section 2.1.4.

To the best of the Company’s knowledge and at the time of preparation of this Registration Document, Altamir Gérance, its CEO and the members of its Supervisory Board: had not been convicted for fraud in the past five years; had not been involved in a bankruptcy, sequestration of assets or liquidation in the past five years; had not been formally accused or publicly sanctioned by statutory or regulatory authorities, including designated professional associations, in the previous five years; and had not been prevented by a court from acting as a member of the corporate, executive or supervisory body of an issuer or from being involved in the management or the running of the business of an issuer, in the previous five years. In accordancewith the provisions of Article 20.4 of theArticles of Association and Article 1.1 of the Supervisory Board’s Rules of Procedure, any amendment to the co-investment agreement between theCompany andApax Partners SAmust be authorised by the Supervisory Board, having reviewed the Management Report, by a two-thirds majority vote of members present or represented. In accordancewith the provisions of Article 20.3 of theArticles of Association and Article 1 of the Supervisory Board’s Rules of Procedure, the Management Company consults the Supervisory Board: on the applicationof valuation rules toportfolio companies; and on any potential conflicts of interest. In addition, pursuant to Article 1.1 of the Supervisory Board’s Rules of Procedure, the Management Company also consults the Supervisory Board prior to the acceptance of any new appointment in another listed company. There are no formal limitations imposed on the Management Company. The Supervisory Board considers, however, that given the procedures in place, the Management Company is not in a position to abuse its powers. Investors are reminded that the Company invests pari passu with private equity funds managed by Apax Partners SA and invests directly in those managed by Apax Partners MidMarket SAS and in the entities advised by Apax Partners LLP. Apax Partners SA is headed by Maurice Tchenio, who controls and heads Altamir Gérance SA, the Company’s Management Company. Apax Partners MidMarket SAS is headed by Eddie Misrahi. Apax Partners LLP is headed byAndrewSillitoe andMitch Truwit. Thepotential conflicts of interest thatmay arise fromthis structure are covered by the co-investment rules for the funds managed by Apax Partners SA and Altamir, described in Section 1.3.8, and by the co-investment agreement signed by Apax Partners SA and Altamir. LIMITATIONS ON THE POWERS OF THE MANAGEMENT COMPANY CONFLICTS OF INTEREST

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REGISTRATION DOCUMENT 1 ALTAMIR 2016

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