Cap Gemini - Registration Document 2016

2

CORPORATE GOVERNANCE AND INTERNAL CONTROL

2.4 Compensation of executive corporate officers

Amount or

value subject accounting to vote

Presentation

quantitative objectives and at 100% for the qualitative ones for an overall total of 120%. global mindset through the Power of One initiatives and set the qualitative part at 100%. The Board launch of a reinforced Digital organization driving high growth in this domain and iii) the drive toward a considered that the objectives set for this category have been realized at 133% for the measures counting for 15% around i) the hiring and development of Senior Executives with a refreshment For the fourth category (HR transformation-25%) , the Board considered as well two set of quantitative standpoint accounting for 10% overall, that covers i) the successful European transformation plan, ii) the higher than 20%, ii) not reached and iii) exceeded. In addition, the Board considered from a qualitative achievements have been considered respectively i) exceeded with a growth of Cloud and Digital offerings countries strategic accounts to be higher than the Group revenue growth. For these three indicators the For the third category (Industrialization and account centricity-25%) , the Board took into Digital offerings, ii) a corresponding ambitious contribution margin trend and iii) the growth of Group & consideration three quantitative indicators each with a 5% weight i) the revenue growth of Cloud and and iii) the deployment of a revamped leadership model. The Board considered that the HR boosting mobility, ii) the study made with a top notch company to evaluate a set of Group top executives transformation objectives have been reached at 112%. implemented to accelerate cross unit mobility and succession plans looking at i) the deployment across all addition, the Board evaluated from a qualitative standpoint accounting for 10% overall, the HR strategy units of the Strategic Talent Reviews aimed at covering successions plans, improving gender diversity and The Board approved a rounded weighted performance of 118% as per the table below: Target Proposal Objective type Computed Qualitative Computed Qualitative For these indicators the achievements have been respectively i) achieved for the refreshment ratio and of the VP population including external hires and ii) an acceleration of mobility within the Group in 2016. sectors and ii) an increase of the mobility with 26% more moves than targeted within the VP population. In exceeded with a number of recruited VPs from Cloud & Digital domains aligned to our growth in these

IGATE integration

20%

10% 30.1%

12% 18% 10% 10%

New strategic development

20% 10%

Strategic agenda HR transformation

15% 15%

20%

10% 18.2%

Total

50% 50% 68.3% 50% Target 100% Proposed 118%

leading to a V2 calculation of €571,120. Accordingly, a variable compensation of €1,075,855 was approved by the Board for 2016 , i.e. 74.1% the theoretical compensation and may be summarized as follows: compensation . Total fixed and variable compensation for 2016 is therefore €2,527,855 i.e. 104.5% of of his fixed compensation for the same year and 111.1% of the theoretical variable

2016 Variable compensation calculation for Mr. Paul Hermelin V1: quantitative part based on budgeted financial targets

Weight achievement % of

Indicators

Weighted

Total Revenue

30% 98.4% 29.5% 30% 95.0% 28.5% 20% 95.1% 19.0% 20% 120.2% 24.0%

Operational Margin % Net results before tax Organic Free cash Flow

Total weighted R/B before flex

101.1% 104.3% 484,000 504,735

Total weighted after 75/125 flex (4*weighted R/B-3)

Variable V1 on target

Computed V1

88

Registration Document 2016 — Capgemini