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Shareholders’ Meeting

Statutory Auditors' special reports

Report on the authorization to grant free shares (existing or to

8.3.3

be issued)

Combined Shareholders’ Meeting of May 17, 2016

of shares granted to corporate officers of your Company pursuant to

this authorization may not represent more than 0.25% of the share

Fourteenth resolution

capital of your Company at the date of the grant decision.

This is a free translation into English of a report issued in the French

Based on its report, the Board of Directors is asking for authorization,

language and is provided solely for the convenience of English-speaking

for a period of 38 months from the date of this Shareholders’ Meeting,

readers. This report should be read in conjunction and construed in

to grant free shares, existing or to be issued.

accordance with French law and professional auditing standards

applicable in France.

It is the responsibility of the Board of Directors to prepare a report on

the transaction it wishes to perform. Our role is to express our

To the shareholders,

comments, if any, on the information presented to you on the planned

As Statutory Auditors of your Company and pursuant to the duties set

transaction.

forth in Articles

L. 225-197-1 of the French commercial code (

Code de

We conducted the procedures we deemed necessary in accordance the

commerce

), we hereby report to you on the proposed authorization to

professional guidelines of the French National Institute of Statutory

grant free shares, existing or to be issued, subject to performance

Auditors (

Compagnie nationale des Commissaires aux comptes

)

conditions defined by the Board of Directors, to employees and

applicable to our engagement.

corporate officers of your Company and/or companies and economic

interest groupings that are directly or indirectly related to your

These procedures mainly consisted in verifying that the proposed

Company pursuant to Article

L.

225-197-2 of the French commercial

terms and conditions presented in the Board of Directors’ report

code, a transaction on which you have been asked to vote.

comply with applicable legal provisions.

The total number of shares that may be granted for nil consideration We have no comments on the information presented in the Board of

may not exceed 0.8% of the share capital on the date of the grant

Directors’ report on the proposed authorization to grant free shares.

decision by the Board of Directors, it being noted that the total number

The Statutory Auditors

Courbevoie, Paris-La Défense and Neuilly-sur-Seine, April 15, 2016

MAZARS

KPMG SA

DELOITTE & ASSOCIÉS

Pierre Sardet

Patrick-Hubert Petit

Arnaud de Planta

David Chaudat

Caroline Bruno-Diaz

286

2015 REGISTRATION DOCUMENT