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CORPORATE GOVERNANCE

2

REMUNERATION AND BENEFITS IN KIND GRANTED BY THE COMPANY AND OTHER GROUP ENTITIES

IN 2015 TO MEMBERS OF THE ADMINISTRATIVE AND MANAGEMENT BODIES IN OFFICE

TABLE 3 – ATTENDANCE FEES AND OTHER REMUNERATION RECEIVED BY NON-EXECUTIVE OFFICERS

See section 2.2.1 of this Registration Document.

TABLE 4 – STOCK OPTIONS AWARDED DURING THE YEAR TO EACH EXECUTIVE DIRECTOR

None.

TABLE 5 – STOCK OPTIONS EXERCISED DURING THE YEAR BY EACH EXECUTIVE DIRECTOR

None.

TABLE 6 – PERFORMANCE SHARES AWARDED TO EACH EXECUTIVE DIRECTOR IN ACCORDANCE WITH THE LAWS AND REGULATIONS IN FORCE

AT THE AWARD DATE

Financial year 2014: none.

Financial year 2013: none.

Financial year 2012:

Performance shares

awarded during the year

to each executive

director

Plan date

Number of

performance

shares awarded

in 2012

Valuation of

the shares

at the share

price listed

on the award

decision date

Vesting date

Number of

vested shares

End of

lock-up period

Gérard Brescon

13/03/2012

12,000 €180,720

14 March 2015, subject to the achievement

of annual performance targets over

a three-year period (2011, 2012, 2013)

and the beneficiary still forming part

of the Group at the vesting date.

10,480

(1)

14/03/2017

Stéphane Aubarbier

13/03/2012

18,000 €271,080

14 March 2015, subject to the achievement

of annual performance targets over

a three-year period (2011, 2012, 2013)

and the beneficiary still forming part

of the Group at the vesting date.

15,720

(1)

14/03/2017

Gilbert Vidal

13/03/2012

12,000 €180,720

14 March 2015, subject to the achievement

of annual performance targets over

a three-year period (2011, 2012, 2013)

and the beneficiary still forming part

of the Group at the vesting date.

10,480

(1)

14/03/2017

David Bradley

13/03/2012

15,000 €225,900

14 March 2015, subject to the achievement

of annual performance targets over

a three-year period (2011, 2012, 2013)

and the beneficiary still forming part

of the Group at the vesting date.

13,100

(1)

14/03/2017

Martine Griffon-Fouco

13/03/2012

3,000

€45,180

14 March 2015, subject to the achievement

of annual performance targets over

a three-year period (2011, 2012, 2013)

and the beneficiary still forming part

of the Group at the vesting date.

(2)

N/A

(1) The performance criteria set out within the framework of the performance share plan of 13 March 2012 were only partially fulfilled.

(2) The resignation of Mrs Griffon-Fouco rendered her performance share award of March 2012 null and void.

Financial year 2011: None.

TABLE 7 – PERFORMANCE SHARES WHOSE LOCK-UP PERIOD ENDED DURING THE YEAR FOR EACH EXECUTIVE DIRECTOR

None.

TABLE 8 – AWARD OF STOCK OPTIONS

None.

TABLE 9 – STOCK OPTIONS AWARDED TO AND EXERCISED BY THE GROUP’S TEN EMPLOYEES (OTHER THAN EXECUTIVE DIRECTORS)

WHO RECEIVED THE LARGEST NUMBER OF OPTIONS

None.

33

ASSYSTEM

FINANCIAL REPORT

2015