NOTICE of MEETING 2017 COMBINED GENERAL SHAREHOLDERS’ MEETING Tuesday, April 25, 2017 at 10:00 A.M

NOTICE OF MEETING 2017 COMBINED GENERAL SHAREHOLDERS’ MEETING Tuesday, April 25, 2017 at 10:00 a.m. The Olympia 28, boulevard des Capucines 75009 Paris CONTENTS LETTER FROM THE CHAIRMAN OF THE SUPERVISORY BOARD AND THE CHAIRMAN OF THE MANAGEMENT BOARD 1 CORPORATE GOVERNANCE BODIES OF THE COMPANY 2 AGENDA AND DRAFT RESOLUTIONS 4 REPORT OF THE MANAGEMENT BOARD ON THE RESOLUTIONS 12 ANNEX 16 STATUTORY AUDITORS’ REPORT 17 SUMMARY OF THE P OSITION OF THE COMPANY AND OF THE GROUP IN 2016 20 VIVENDI SA FINANCIAL RESULTS OF THE LAST FIVE YEARS 22 HOW TO PARTICIPATE IN THE ANNUAL GENERAL SHAREHOLDERS’ MEETING 23 REQUEST FOR DOCUMENTS 27 This is a free translation of the French Convening Notice (Brochure de convocation) and is provided solely for the convenience of English- speaking readers. In the event of a discrepancy, the French version shall prevail. A clear and ambitious strategy Dear Shareholder , Vivendi’s teams are building a global content and media group. This is one The teams in charge of content and media work together as an industrial of the third millennium’s most attractive industries, fi rst of all because in group, so that they create more value to shareholders. the years ahead, many more consumers will be able to enjoy entertainment. Vivendi is also expanding in the distribution market by strengthening its Not only will two billion people in Africa, Asia and South America enter own capabilities through Canal+ Group, by acquiring platforms such as the leisure economy by 2025, they will also be better equipped to access Dailymotion and forming partnerships with telecoms operators and digital entertainment content. Worldwide, the number of smartphones, now platforms such as Google, Apple, Facebook and Amazon. Content can in considered the premier viewing device, is expected to rise from four billion this way be offered both on a local and global scale. in 2016 to more than six billion in 2020. Vivendi is able to pursue its far-reaching strategy in several regions, If we look at the world’s most popular forms of content today – music, video including Africa, Asia and Southern Europe, due to its very robust balance games, movies/TV series and TV shows/live broadcasts – we can see that sheet and the long-term stability provided by its core shareholder, the Vivendi already owns most of them. It has made major acquisitions to own Bolloré family group (which held 29% of the voting rights in April 2017). every type of content consumed worldwide, with Universal Music Group These ambitious developments, which are going to drive the creation of (music), Gameloft (mobile games) and Canal+ Group (TV/motion pictures). high value, will go hand in hand with a dividend payout representing a yield of approximately 2% per share. Vincent Bolloré Arnaud de Puyfontaine Chairman of the Supervisory Board Chairman of the Management Board 1 GENERAL SHAREHOLDERS’ MEETING NOTICE 2017 CORPORATE GOVERNANCE BODIES OF THE COMPANY Members of the Supervisory Board Vincent Bolloré (1) Yseulys Costes* (3) Chairman of the Supervisory Board Chairwoman and Chief Executive Officer of 1000mercis Philippe Bénacin* Dominique Delport Co-founder and Chairman and Chief Executive Officer of Interparfums SA Global Managing Director and Chief Client Officer of Havas Tarak Ben Ammar* Aliza Jabès* Chairman and Chief Executive Officer of Quinta Communications Chairwoman of Nuxe Developpement Yannick Bolloré (2) Alexandre de Juniac* (3) Chairman and Chief Executive Offi cer of Havas Director General and Chief Executive Offi cer of the International Nathalie Bricault (3) Air Transport Association (IATA) Employee Shareholder Representative Cathia Lawson-Hall* Pascal Cagni* (3) Senior Banker and Head of Financial Institutions Group Independent director of various companies for Africa at Société Générale Paulo Cardoso Virginie Morgon* Employee Representative Deputy Chief Operating Officer and Member of the Management Board of Eurazeo Katie Stanton* Chief Marketing Offi cer at Color Genomics Members of the Management Board Arnaud de Puyfontaine Hervé Philippe Chairman of the Management Board Member of the Management Board and Chief Financial Offi cer Frédéric Crépin Stéphane Roussel Member of the Management Board and Group General Counsel Member of the Management Board, Chief Operating Offi cer and Chairman Simon Gillham and Chief Executive Officer of Gameloft SE Member of the Management Board, Chairman of Vivendi Village and Senior Executive Vice President, Communications of Vivendi * Independent member. (1) Term of offi ce is set to expire and is proposed for renewal at the General Shareholders’ Meeting to be held on April 25, 2017. (2) Ratification of appointment by cooptation by the Supervisory Board on May 11, 2016 to replace Philippe Donnet, who resigned, is proposed to the Combined General Shareholders’ Meeting to be held on April 25, 2017. (3) Term of office will expire at the conclusion of the Combined General Shareholders’ Meeting to be held on April 25, 2017. 2 GENERAL SHAREHOLDERS’ MEETING NOTICE 2017 Corporate Governance Bodies of the Company ◆ Information about the members of the Supervisory Board whose renewal of term of offi ce, ratifi cation of appointment by cooptation or appointment is proposed ■ Vincent Bolloré ■ Véronique Driot-Argentin Chairman of the Supervisory Board Véronique Driot-Argentin , 54, joined Compagnie Générale des Eaux in 1989 Vincent Bolloré holds a Master’s degree in Law and is the Chairman and where she began her career in the press services group of the Corporate Chief Executive Offi cer of the Bolloré Group. In 1970, he began his career Communications department. In 1991, she joined the Ile de France Regional as a representative at Banque de l’Union Européenne before joining Water Authority and then, in 1995, moved to the Human Resources Compagnie Financière Edmond de Rothschild in 1976. department of Générale des Eaux as special assistant to the Group Head In 1981, he became Chairman and Chief Executive Offi cer of the Bolloré of Human Resources working in employee relations, a position she continues Group and its paper business. Under Vincent Bolloré’s management, the to hold at Vivendi. group became one of the world’s 500 largest companies. As a listed In 2011, she began working with Vivendi’s Head of Training, and has been company, the Bolloré Group holds a strong position in each of its businesses, a Training Manager in the Human Resources department since 2016. which are organized into three divisions: Transport and Logistics, From 2013 to 2016, she participated in the work of the Supervisory Board Communication and Media, and Electricity Storage. The group also manages as a representative of the Group Works Council. a long-term investment portfolio. She is currently a member of the Group Works Council and a member of the bureau of the IDSE (l’Instance de dialogue social européen). ■ Yannick Bolloré Véronique Driot-Argentin has been the CFTC trade union delegate since 2006. She sat on the Employment Tribunal in Paris from 2008 to 2015. Since Member of the Supervisory Board 2014, she has been a town councillor in Villecresnes (Val-de-Marne Yannick Bolloré is a graduate of Paris-Dauphine University. He is Chairman département) and Vice-President of the Social Housing and Action and Chief Executive Offi cer of the Havas Group, one of the world’s largest Management Committee. communications groups with revenue of $2 billion and more than 18,000 employees in 100 countries. ■ Sandrine Le Bihan He co-founded the production company WY Productions in 2002 (Hell, Yves Saint Laurent). In 2006, he joined his family group, Bolloré Group, to launch Employee Shareholder Representative and develop its media division. Within fi ve years, Bolloré Média (D8, D17) Sandrine Le Bihan , 46, a trained accountant, joined Compagnie Générale became the leading independent French TV group and was subsequently des Eaux in 1992 as manager in the Securities department. sold to Canal+, making the Bolloré Group a shareholder in Vivendi. In 2003, she became Group Company Directory and Database Manager He then joined the Havas Group in 2011 and became Chairman and Chief within Vivendi’s Legal department. She works in corporate law, securities Executive Offi cer in 2013. He initiated a major restructuring of the group to law and employee share ownership. make it the most integrated and forward-thinking in its industry. In 2015, Sandrine Le Bihan is the Chairman of the Supervisory Board of the “Vivendi the Bolloré Group obtained majority control of the Havas Group. Groupe Épargne” collective investment fund, a member of the bureau of Yannick Bolloré was named Young Global Leader in 2008 by the World the IDSE (l’Instance de dialogue social européen) and a representative of Economic Forum. He has received numerous distinctions and awards from Vivendi’s Single Staff Delegation (DUP). international associations and the business press. He was also named a Chevalier de l’Ordre des Arts et des Lettres. The lists of current and past (having expired during the past fi ve years) positions held by Vincent Bolloré and Yannick Bolloré are included on pages 127 and 130, respectively, of the 2016 Document de Référence - Annual Report, available online at www. vivendi.com. 3 GENERAL SHAREHOLDERS’ MEETING NOTICE 2017 AGENDA AND DRAFT RESOLUTIONS Agenda Ordinary Shareholders’ Meeting 14 - Ratifi cation of the appointment by cooptation of Yannick Bolloré as a member of the Supervisory Board. 1 - Approval of the reports and parent company financial statements for 15 - Renewal of the term of offi ce of Vincent Bolloré as a member of the fiscal year 2016. Supervisory Board. 2 - Approval of the reports and the consolidated fi nancial statements for 16 - Appointment of Véronique Driot-Argentin of as a member of the fi scal year 2016. Supervisory Board. 3 - Approval of the special report of the Statutory Auditors on related-party 17 - Appointment of Sandrine Le Bihan as a member of the Supervisory agreements and commitments.

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