CONTENTS - Capgemini

122 ANNUAL
CAP GEMINI S.A. SUMMARIZED FINANCIAL STATEMENTS
Capgemini
STATUTORY AUDITORS’ SPECIAL REPORT ON THE ALLOCATION, FREE OF CONSIDERATION,
OF EXISTING SHARES OR SHARES TO BE ISSUED TO EMPLOYEES AND/OR CORPORATE
OFFICERS
(COMBINED ORDINARY AND EXTRAORDINARY SHAREHOLDERS’ MEETING OF APRIL 26, 2007 (APRIL 10, ON FIRST CALL)
- 9TH RESOLUTION)
This is a free translation into English of the Statutory Auditors’ special report issued in the French language and is provided solely for the convenience
of English speaking readers.
This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in
France.
To the Shareholders,
In our capacity as Statutory Auditors of your Company and in
accordance with article L.225-197-1 of the French Commercial
Code (Code de commerce), we hereby present our report on the
proposed allocation, free of consideration, of existing shares or
shares to be issued, to employees and/or corporate officers of
Cap Gemini S.A. and certain related companies within the meaning
of article L.225-197-2 of the French Commercial Code.
The Board of Directors is asking shareholders to grant it authorization
to allocate, free of consideration, existing shares or shares to be issued.
It is the responsibility of the Board of Directors to prepare a report on
this operation. It is our responsibility to inform shareholders of any
observations concerning the information provided in this respect.
The Statutory Auditors
Given the absence of a professional standard applicable to this
operation, undertaken pursuant to legislative measures adopted on
December 30, 2004, we have implemented those procedures that
we deemed necessary. These notably consisted of verifying that the
proposed terms and conditions and the information given in the
Board of Directors’ report are in line with the provisions provided
for by law.
We have no matters to report on the information provided in the
Board of Directors’ report on the proposed allocation of shares free
of consideration.
Neuilly-sur-Seine, February 15, 2007 Paris La Défense, February 15, 2007
PricewaterhouseCoopers Audit KPMG Audit
Division of KPMG S.A.
REPORT 2006 Capgemini
Bernard RASCLE Frédéric QUÉLIN
Partner