2025 Integrated Annual Report

Introduction

Diversity policy for management bodies

The compensation policies for the Chairman and the Chief Executive Officer, which are unchanged, were approved by the Board of Directors on March 16, 2026, on the recommendation of the Compensation Committee. The 2026 Chairman of the Board of Directors’ compensation policy includes a Director’s compensation for his term of office as Chairman of the Board and as Chairman of the Strategy & CSR Committee, as well as compensation for attendance at Board and Strategy & CSR Committee meetings. The compensation policy for the Chief Executive Officer is summarized below.

2026 annual compensation target structure of the Chief Executive Officer

The compensation policies for the Chairman and the Chief Executive Officer, which are unchanged, were approved by the Board of Directors on March 16, 2026, on the recommendation of the Compensation Committee. The 2026 Chairman of the Board of Directors’ compensation policy includes a Director’s compensation for his term of office as Chairman of the Board and as Chairman of the Strategy & CSR Committee, as well as compensation for attendance at Board and Strategy & CSR Committee meetings. The compensation policy for the Chief Executive Officer is summarized below.

Annual: Fixed compensation: approximately 20 %. Variable compensation: approximately 30 %. Long-term: Performance share: approximately 50 %. Performance-based compensation: approximately 80 %.

Criteria for annual variable compensation of the Chief Executive Officer in 2026

The indicators selected to determine the variable compensation are divided between:

  • financial objectives, representing 60% of the fixed compensation when budgeted targets are reached:
    1. Group revenues,
    2. Group operating margin rate,
    3. Group organic free cash flow, and
    4. net profit before taxes;
  • quantitative individual performance objectives, representing 20% of the fixed compensation, assuming targets set for the two objectives are achieved aligned with the CSR policy (gender diversity and cybersecurity);
  • qualitative individual performance objectives, equally weighted Strategy & CSR Committee, as well as compensation for attendance at Board and Strategy & CSR Committee meetings. The compensation policy for the Chief Executive Officer is summarized below. covering:
    1. AI and Agentic AI development and deployment at clients and internally,
    2. development of strategic partnering with clients,
    3. execution and progress in the geographical strategic plan, in particular, in the United States, and
    4. integration of recent large acquisitions (WNS, Cloud4C). In compliance with the Say on Pay rules, the compensation policy and the compensation of Corporate Officers paid during the fiscal year or granted in respect of the fiscal year just ended must be presented to the Shareholders’ Meeting for an annual vote.