Shareholders’ Meeting of May 19, 2022

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Shareholders’ Meeting of May 19, 2022

Paris, May 20, 2022 – The Shareholders’ Meeting of Capgemini SE, held yesterday at Pavillon Gabriel in Paris, adopted all of the resolutions put to the vote.

After two editions held behind closed doors due to health conditions, the company’s Shareholders’ Meeting was back to an in-person format, while being broadcasted live on the company's website.

At the Shareholders’ Meeting, shareholders approved the distribution of a dividend of 2.40 euros per share in respect of the 2021 financial year, to be paid from June 3, 2022, with an ex-dividend date of June 1^st, 2022.

The Shareholders’ Meeting approved the renewal of the terms of office as directors of Paul Hermelin, Xavier Musca and Frédéric Oudéa for a four-year term. The Board of Directors meeting at the end of the Shareholders’ Meeting decided to approve the maintenance of a governance structure that separates the functions of Chairman and Chief Executive Officer, and the reappointment of Mr Paul Hermelin as non-executive Chairman of the Board to benefit from his experience, expertise and in-depth knowledge of the Group. Mr Frédéric Oudéa was also reappointed as Lead Independent Director.

The Shareholders’ Meeting approved the appointment of two new directors:

• Maria Ferraro¹ has been appointed to the Board of Directors for a four-year term. A Canadian citizen, Mrs Ferraro is Chief Financial Officer of Siemens Energy AG and Siemens Energy Management GmbH, as well as Chief Inclusion & Diversity Officer at Siemens Energy. She has acquired throughout her career financial expertise and solid experience in the manufacturing, technology and energy sectors within a global group at the heart of the Intelligent Industry’s development. She will bring to the Board her inclusion and diversity expertise, as well as her knowledge of European and Asian markets. The Board has indicated that it considers Maria Ferraro to be an independent director in accordance with the criteria of the AFEP-MEDEF Code to which the Company refers;
• Olivier Roussat² has been appointed to the Board of Directors for a four-year term. A French citizen, Mr Roussat is Chief Executive Officer of Bouygues SA, a global construction, energy and transport infrastructures group, which is also a leader in the French media sector and a major telecoms player in France. He will bring to the Board his sector experience, particularly in the telecoms and media sector, as well as his expertise in digital and technology transformation. The Board has indicated that it considers Olivier Roussat to be an independent director in accordance with the criteria of the AFEP-MEDEF Code to which the Company refers;

Mrs Dors has expressed her wish not to renew her term of office and the Board of Directors warmly thanked her for her contributions to the work of the Board and its committees during her term of office. Mr. Patrick Pouyanné has been appointed Chairman of the Compensation Committee as a replacement.