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Teleperformance SE

AGM Information Apr 14, 2022

1695_iss_2022-04-14_85bcbb24-3927-4436-8c49-49f6c418388d.pdf

AGM Information

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PRESS RELEASE

Combined Shareholders' Meeting of April 14, 2022

PARIS, April 14, 2022 – Teleperformance SE's Combined General Meeting was held on April 14, 2022 in Paris under the chairmanship of Daniel Julien, Chairman and CEO of the group.

Shareholders adopted all the resolutions submitted to their vote.

They notably approved:

  • the 2021 parent company and consolidated financial statements;
  • the proposed dividend of €3.30 per share, representing an increase compared with the previous year: the exdividend date is April 26, 2022 and the payment date is April 28, 2022;
  • the renewal of the terms of office of four directors: Bernard Canetti, Pauline Ginestié, Wai Ping Leung and Patrick Thomas;
  • the appointment of Shelly Gupta and Carole Toniutti as directors. These appointments will increase the percentage of women on the Board to 50% (compared to 43% previously) and strengthen the Board's diversity in terms of experience, expertise, and nationalities;
  • the information on the remuneration of directors and corporate officers as well as their remuneration policy, described in the corporate governance report included in the 2021 Universal Registration Document.

The resolutions submitted to the shareholders were all approved with strong majorities*. They reflect the Group's ongoing commitment to meet the expectations of its shareholders and adopt best practices in corporate governance.

* Voting results provided in the appendix to this press release and available on Teleperformance's corporate website (www.teleperformance.com – Investors / General Meetings section).

Teleperformance SE (Societas Europaea). Share capital of €146,844,000. 301 292 702 RCS Paris. 21-25 rue Balzac, 75406 Paris Cedex 08 France. Siret 301 292 702 00059. Code APE 6420Z.


ABOUT TELEPERFORMANCE GROUP

Teleperformance (TEP – ISIN: FR0000051807 – Reuters: TEPRF.PA - Bloomberg: TEP FP), the global leader in outsourced customer and citizen experience management and advanced related services, serves as a strategic partner to the world's largest companies in many industries. It offers a One Office support services model including end-to-end digital solutions, which guarantee successful customer interaction and optimized business processes, anchored in a unique, comprehensive high touch, high tech approach. Nearly 420,000 employees, based in 88 countries, support billions of connections every year in over 265 languages and around 170 markets, in a shared commitment to excellence as part of the "Simpler, Faster, Safer" process. This mission is supported by the use of reliable, flexible, intelligent technological solutions and compliance with the industry's highest security and quality standards, based on Corporate Social Responsibility excellence. In 2021, Teleperformance reported consolidated revenue of €7,115 million (US\$8.4 billion, based on €1 = \$1.18) and net profit of €557 million.

Teleperformance shares are traded on the Euronext Paris market, Compartment A, and are eligible for the deferred settlement service. They are included in the following indices: CAC 40, STOXX 600, S&P Europe 350 and MSCI Global Standard. In the area of corporate social responsibility, Teleperformance shares are included in the Euronext Vigeo Euro 120 index since 2015, the EURO STOXX 50 ESG index since 2020, the MSCI Europe ESG Leaders index since 2019 and the FTSE4Good index since 2018.

For more information: www.teleperformance.com Follow us on Twitter: @teleperformance

CONTACTS

FINANCIAL ANALYSTS AND INVESTORS Investor relations and financial communication department TELEPERFORMANCE Tel: +33 1 53 83 59 15 [email protected]

PRESS RELATIONS Europe Karine Allouis – Leslie Jung-Isenwater – Laurent Poinsot IMAGE7 Tel: +33 1 53 70 74 70 [email protected]

PRESS RELATIONS Americas and Asia-Pacific Mark Pfeiffer TELEPERFORMANCE Tel: + 1 801-257-5811 [email protected]

Teleperformance SE (Societas Europaea). Share capital of €146,844,000. 301 292 702 RCS Paris. 21-25 rue Balzac, 75406 Paris Cedex 08 France. Siret 301 292 702 00059. Code APE 6420Z.


APPENDIX:

VOTING RESULTS OF THE COMBINED SHAREHOLDERS' MEETING OF APRIL 14, 2022

Ordinary Extraordinary
Number of shares composing the share capital 58,737,600 58,737,600
Number of shares with voting rights: 58,645,175 58,645,175
Number of shareholders
represented or voting by post:
4,945 4,945
Number of shares owned by shareholders
represented or voting by post
40
993
750
40
993
750
Number of voting rights owned by shareholders
represented or voting by post:
42
143
536
42
143
536
Quorum 69.90% 69.90%
FOR AGAINST ABSTENTIONS
Number % Number % Number RESULTS
As an Ordinary Shareholders' Meeting
1.
Approval of the statutory financial statements for the year ended December 31, 2021
42,112,090 99.994% 2,414 0.006% 28,894 Adopted
2.
Approval of the consolidated financial statements for the year ended December 31, 2021
42,112,083 99.994% 2,414 0.006% 28,894 Adopted
3.
Appropriation of 2021
results -
Determination of dividend amount and payment date
41,954,965 99.562% 184,380 0.438% 4,063 Adopted
4.
Special report of the statutory auditors on regulated agreements and commitments –
Acknowledgement of the
absence of
new agreements
42,138,883 99.999% 305 0.001% 4,220 Adopted
5.
Approval of the information referred to in paragraph I of Article L. 22-10-9 of the
French Commercial Code for all of the
Company's corporate officers
40,646,204 96.461% 1,491,049 3.539% 6,150 Adopted
6.
Approval of the fixed, variable and exceptional elements comprising the total remuneration and the benefits of all kind paid
in the 2021
financial year or granted in respect of the 2021
financial year to Mr. Daniel Julien, Chairman and Chief Executive
Officer
35,758,011 85.564% 6,032,841 14.436% 352,391 Adopted
7.
Approval of the fixed, variable and exceptional elements
comprising the total remuneration and the benefits of all kind paid
in the 2021
financial year or granted in respect of the 2021
financial year to Mr. Olivier Rigaudy, Deputy Chief Executive Officer
36,783,861 88.020% 5,006,504 11.980% 352,796 Adopted
8.
Approval of the remuneration policy for directors
41,767,354 99.887% 47,309 0.113% 328,675 Adopted
9.
Approval of the remuneration policy for the Chairman and Chief Executive Officer
38,181,951 90.738% 3,897,293 9.262% 64,129 Adopted
10.
Approval of the remuneration policy for the Deputy
Chief Executive Officer
38,616,617 91.769% 3,463,703 8.231% 63,063 Adopted
11.
Appointment of Ms. Shelly GUPTA as a director
42,117,101 99.950% 21,099 0.050% 5,038 Adopted
12.
Appointment of Ms. Carole TONIUTTI as a director
42,115,707 99.949% 21,647 0.051% 5,766 Adopted
13.
Renewal of the term of office of Ms. Pauline GINESTIE as a director
42,115,555 99.948% 21,842 0.052% 5,914 Adopted
14.
Renewal of the term of office of Ms. Wai Ping LEUNG as a director
42,112,552 99.939% 25,498 0.061% 5,053 Adopted
15.
Renewal of the term of office of Mr. Patrick THOMAS as a director
40,697,260 96.581% 1,440,763 3.419% 5,224 Adopted
16.
Renewal of the term of office of Mr. Bernard CANETTI as a director
34,373,967 83.829% 6,630,792 16.171% 1,138,386 Adopted

Teleperformance SE (Societas Europaea). Share capital of €146,844,000. 301 292 702 RCS Paris. 21-25 rue Balzac, 75406 Paris Cedex 08 France. Siret 301 292 702 00059. Code APE 6420Z.

FOR AGAINST ABSTENTIONS
Number % Number % Number RESULTS
17. Determination
of the annual amount of directors' remuneration
42,001,877 99.676% 136,658 0.324% 4,693 Adopted
18. Authorization to be given to the Board of Directors to allow the Company to repurchase its own shares pursuant to the
provisions of Article L.22-10-62 of the French Commercial
Code, duration of the authorization, purposes, conditions, cap,
non-exercise during public
offerings
41,695,925 98.970% 433,860 1.030% 13,493 Adopted
As an Extraordinary Shareholders' Meeting
19. Delegation of authority to be given to the Board of Directors for the issue of ordinary shares and/or securities giving access
to the capital (of the Company or of a subsidiary)
and/or to debt instruments, with application of the preferential
subscription rights for shareholders, duration of the delegation, maximum nominal amount of capital increases, option to
offer the unsubscribed securities to the public, non-exercise during public offerings
39,371,148 93.426% 2,770,295 6.574% 1,776 Adopted
20. Delegation of authority to be given to the Board of Directors for the issue of ordinary shares and/or securities giving access
to the capital (of the Company or of a subsidiary)
and/or to debt instruments, without preferential subscription rights for
shareholders, with the option to confer a priority right, by public offering (except offers referred to in paragraph 1 of Article
L.411-2 of the French Monetary and Financial Code) and/or as consideration for securities transferred under a public
exchange offer, duration of the delegation, maximum nominal amount of capital increases, issue price, option to limit the
issue to the amount of
subscriptions or to distribute unsubscribed securities, non-exercise during public offerings
39,520,717 93.782% 2,620,498 6.218% 2,012 Adopted
21. Delegation of authority to be given to the Board
of Directors for the issue of ordinary shares and/or securities giving access
to the capital (of the Company or
of a subsidiary) and/or to debt instruments, without preferential subscription rights for
shareholders by an offer referred to in paragraph 1 of Article L.411-2 of the French Monetary and Financial Code, duration
of the delegation, maximum nominal amount of capital increases, issue price, option to limit the issue to the amount of
subscriptions or to
distribute unsubscribed securities, non-exercise during public offerings
38,371,343 91.053% 3,770,368 8.947% 1,473 Adopted
22. Authorization to increase the amount of capital increases under the 19th, 20th and 21st resolutions within the limit of their
thresholds and within the limit of 15% of the initial issuance, non-exercise during public offerings
36,614,546 86.894% 5,522,701 13.106% 5,900 Adopted
23. Delegation of authority to be given to the Board of Directors to increase the share capital by issuing ordinary shares and/or
securities giving access to the equity, without preferential subscription rights for shareholders, in favor of members of a
company savings plan pursuant to the provisions of Articles L.3332-18 et seq. of the French Labor Code, duration of the
delegation, maximum
nominal amount of capital increases, issue price, possibility to allocate free shares in accordance with
Article L.3332-21
of the French Labor Code
41,017,701 97.334% 1,123,390 2.666% 2,054 Adopted
24. Authorization to be granted to the Board of Directors to grant, under no consideration, existing shares and/or shares to be
issued to employees and/or certain corporate officers of the Company or of affiliated companies or economic interest
groups, waiver by the shareholders of their preferential subscription rights, duration of the
authorization, cap, term of
vesting period in particular in the event of disability
38,450,023 92.004% 3,341,556 7.996% 351,578 Adopted
25. Powers for formalities 42,137,667 99.999% 340 0.001% 4,187 Adopted

Teleperformance SE (Societas Europaea). Share capital of €146,844,000. 301 292 702 RCS Paris. 21-25 rue Balzac, 75406 Paris Cedex 08 France. Siret 301 292 702 00059. Code APE 6420Z.

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