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4.4 Legal risk - Scor

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Summary table of the gross compensation, shares and stock options granted<br />

to the Corporate Officer:<br />

Gross<br />

Value of<br />

compensation Value of the shares stock options<br />

(details below)<br />

granted (3)<br />

granted (3)<br />

Total<br />

compensation<br />

In EUR<br />

2012 2,198,000 2,063,750 (4) 387,500 (4) 4,649,250<br />

2011 2,108,300 3,033,750 (4) 326,250 (4) 5,468,300<br />

2010 2,241,250 1,912,500 (4) 387,500 (4) 4,541,250<br />

Reminder of the specific award conditions applicable to the Corporate Officer in respect of the principles AFEP / MEDEF:<br />

The Board of Directors of 3 April 2007 decided that for all the grants posterior to that date, the Corporate Officer is required<br />

to retain as registered shares at least 10% of the shares issued from the exercise of stock-options granted and at least 10%<br />

of the performance and free shares granted until the termination of his duties.<br />

In addition to these conditions specified above, the Board of Directors of 12 December 2008 decided that for all the grants<br />

posterior to that date, the Corporate Officer is required to buy on the market a number of shares equal to 5% of the number<br />

of performance and free shares granted as soon as these shares may be sold.<br />

The following table presents a summary of the gross compensation of the Corporate Officer for fiscal years 2012, 2011 and<br />

2010:<br />

Summary table of the gross compensation granted to the Corporate Officer<br />

In EUR<br />

Fixed<br />

compensation<br />

Variable<br />

compensation<br />

Director’s<br />

fees<br />

Gross<br />

compensation Advantages<br />

2012 1,200,000 950,000 48,000 2,198,000 Company Car<br />

2011 1,200,000 865,500 42,800 2,108,300 Company Car<br />

2010 1,200,000 1,000,000 41,250 2,241,250 Company Car<br />

The following table presents the summary of gross compensation paid to the Corporate Officer during fiscal years 2012,<br />

2011 and 2010:<br />

Summary table of the gross compensation paid to the Corporate Officer<br />

Fixed compensation<br />

Variable<br />

Director’s<br />

Gross Advantages<br />

In EUR<br />

compensation<br />

fees compensation<br />

2012 1,200,000 865,500 48,000 2,113,500 Company Car<br />

2011 1,200,000 1,000,000 42,800 2,242 800 Company Car<br />

2010 1,200,000 1,000,000 42,850 2,242,850 Company Car<br />

Refer also to Appendix A - Notes to the Corporate Financial Statements, Note 14 - Compensation of the Corporate Officer.<br />

In accordance with the AFEP/MEDEF corporate governance code of listed corporations, the following tables present for the<br />

Executive and Corporate Officer the stock options granted and exercised during the fiscal year as well as the grants and<br />

performance shares vested during the fiscal year.<br />

Subscription and share purchase options granted to the Corporate Officer<br />

Date of<br />

the<br />

plan<br />

Type of<br />

options<br />

(purchase or<br />

subscription)<br />

Number of<br />

options<br />

granted<br />

during<br />

the period<br />

Valuation of<br />

options as per<br />

method used<br />

in the<br />

consolidated<br />

accounts<br />

In EUR<br />

Exercice<br />

price<br />

Period of<br />

exercise<br />

Denis Kessler<br />

23 March<br />

2012 Subscription 125,000 387,500 20.17<br />

03/24/2016 to<br />

03/23/2022<br />

(3)<br />

(4)<br />

It should be noted that the figures stated above do not represent paid compensation but correspond to actuarial estimates in line with AFEP/MEDEF governance<br />

code for listed companies. These grants are subject to presence conditions and, for some grants, to performance conditions. Please refer to the sections 17.3 of<br />

this Registration Document and the registration documents of SCOR filed with the Autorité des marchés financiers on 8 March 2012 and 8 March 2011 under<br />

number n. D.12-0140 and D.11-0103 for the details of the performance conditions applicable to the shares and stock-options granted to the Executive and<br />

Corporate Office<br />

Since 2009, 100% of shares and stock options granted are submitted to performance conditions. The value is calculated according to the same assumptions as<br />

those used for the Group accounts (IFRS2 standard). Please refer to the Sections 17.2.2 and 17.2.3 for the details of the shares and stock-options granted to the<br />

Corporate Officer.<br />

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