2016 Registration Document including annual nancial report summary PRESENTATION OF THE INFORMATION ON THE GROUP 5 SHARE CAPITAL 1.1 Profile, organization and strategy of the AND SHAREHOLDING 165 Group 6 5.1 Information on the share capital and 1.2 Key figures 12 non-equity instruments 166 1.3 Description of the Group’s activities 14 5.2 Shareholding 178 1.4 Real estate, plant and equipment 35 1.5 Innovation, research and technologies policy 37 FINANCIAL INFORMATION 181 6.1 Consolidated Financial Statements 182 RISK FACTORS 41 6.2 Consolidated financial statements 197 6.3 Statutory Auditors’ Report on the 2.1 Risk management process 43 consolidated financial statements 325 2.2 Risks related to the external environment 44 6.4 Parent company financial statements 327 2.3 Operating risks 48 6.5 Statutory Auditors’ report on the parent 2.4 Industrial risks 52 company financial statements 372 2.5 Financial risks 54 ADDITIONAL INFORMATION 375 SOCIAL AND 7.1 Specific statutory provisions and bylaws 376 ENVIRONMENTAL 7.2 Legal and arbitration proceedings – Competition and industry concentrations INFORMATION, CORPORATE (update) 381 SOCIAL COMMITMENTS 57 7.3 Documents available to the public 381 7.4 Party responsible for 3.1 Ethics and compliance 58 the Registration Document 382 3.2 Social Information 60 7.5 Statutory Auditors 383 3.3 Environmental information 81 3.4 Societal information 91 3.5 Report by one of the Statutory Auditors, appointed as independent third party, on APPENDIX A – LEXICON 385 the consolidated human resources, Conversion Table 386 environmental and social information Units of Measurement included in the management report. 93 386 3.6 Statutory auditors’ reasonable assurance Short forms and acronyms 387 report on selected social, environmental Glossary 389 and governance information 96 APPENDIX B – COMPARISON CORPORATE GOVERNANCE 99 TABLES 393 4.1 Report by the Chairman of the Board of Directors on corporate governance and Comparison table with Regulation (EC) 809/2004 394 internal control and risk management Corporate, environmental and social information 397 procedures 100 Information relating to the management report 400 4.2 Shareholders’ Meeting of May 12, 2017 – Composition of the Board of Directors 126 Information relating to the Annual Financial Report 402 4.3 Statutory Auditors’ report, prepared in accordance with article L. 225-235 of the Information relating to the report by the French Commercial Code, on the report Chairman of the Board of Directors on corporate prepared by the Chairman of the Board of governance and internal control and risk Directors of ENGIE 127 management procedures 403 4.4 General Management 128 Disclosures regarding the report prepared in accordance with Article L. 225-37-2 of the 4.5 Statutory Auditors’special report on French Commercial Code 404 regulated agreements and commitments 129 4.6 Compensation and benefits paid to members of corporate governance bodies 133 2016 Registration document including annual financial report This Registration Document was filed with the Autorité des Marchés Financiers on March 23, 2017, in accordance with the provisions of Article 212-13 of the General Regulations of the AMF. It may be used in support of a financial transaction if supplemented by an information memorandum approved by the Autorité des Marchés Financiers. This document has been prepared by the issuer, and its signatory is responsible for its content. ENGIE REGISTRATION DOCUMENT 2016 1 ENGIE IS TRANSFORMING ITSELF! mplementation is on track for the three-year strategy and transformation plan that Isabelle Kocher and I introduced to you last year and which aims to make ENGIE a leader of the global energy transition. It confirms the relevance of the strategy decided Ithree years ago and confirmed since by the Board of directors. The evolution of our sector continues to accelerate. First of all, it is a technological revolution, made GÉRARD MESTRALLET possible by the rapid advances in photovoltaic, battery storage, green mobility - electric and gas. Renewable energy prices are falling rapidly, and miniaturization of facilities is accelerating. Tomorrow, large power plants and networks will coexist with a multitude of small local systems. Add to this the digital revolution. Smart solutions, which have already transformed our daily life, allow us to offer our customers new ways of managing production and energy consumption. THE GROUP Finally, a societal and cultural transformation is CAPITALIZES ON underway. Mentalities are changing. Increasingly, the “ consumer aspires to reduce energy consumption. He ITS HISTORICAL or she wants to have low carbon solutions tailored to STRENGHTS TO BUILD manage their consumption, and sometimes produce their own green energy. True to its pioneering spirit, the Group capitalizes on its historical strengths to accompany this energy revolution and helping to build a low-carbon energy world where gas and renewables are more than ever the energies of the future. Committed and responsible player, ENGIE extends its strategic choices by bringing its convictions on the ” European and international scene. As a continuation of the Paris Agreement, we are defending a CO2 price high enough to allow companies to direct their investments towards low-carbon technologies. Within the European Union, this commitment is in line with the one we continue to pursue with our peers, within the framework of the Magritte Group, for the reform of the carbon market and the advent of a “Europe of Energy”. The Board of Directors is proud to ensure the strategy and the principles behind our large industrial, environmental and human project. A NEW ENERGY WORLD IS EMERGING e have a clear three- year strategic vision and transformation plan, and are ahead of schedule. Along with our Board Wof Directors, we have decided to focus our efforts on our core businesses: low-carbon ISABELLE KOCHER Chief Executive Officer power generation, global networks (mainly gas ones), and integrated solutions for our customers - nearly 80% of our portfolio. We have also decided to sell off operations that do not fit with our strategy. A deliberate choice. Our plan to sell off €15 billion worth of assets “ AHEAD OF SCHEDULE ON within three years is already more than 50% complete in just one year. As a result, we have OUR TRANSFORMATION PLAN reduced our coal-based power-generation capacity by half. We are reinvesting the income from these sales in our strategic activities. There will nevertheless be a gap between the time we make these investments and the time they ” start contributing to our results. In 2016, we invested almost €5 billion in our growth as part of a program worth €16 billion. The new organization that we set up a year better access to sustainable energy will To improve the Group’s profitability, we have ago, one that we wanted to be more diverse, lead to huge progress in all these critical launched an operating efficiency program more open to our stakeholders and more areas. “Lean 2018”. We have exceeded our target for agile, allows us to capture the opportunities Solar – a quasi-unlimited, more and more 2016 and realized gains of €530 million. The of this new energy world. affordable and universal source of energy entire organization contributes to these efforts, The Group expects a return to organic growth – is today’s one of the best option for allowing us to raise our 2018 target by 20%. in 2017. meeting the dual challenge of combating We are also working to develop incremental climate change and providing access to In addition to combating climate change, the growth drivers for the next 5 to 10 years that energy for all. energy transition is a major opportunity to will accelerate our development. These include reduce or even erase the disparities regarding green mobility, hydrogen, decentralized and access to energy. Whether in public lighting, autonomous power-generation solutions. This healthcare facilities, access to drinking water is all made possible thanks notably to our and education, or exposure to air pollution: technological and digital innovations. Annual Financial Report, Management Report and Chairman’s Report This Registration document includes (i) all the items of the Annual Financial Report mentioned in section I of Article L. 451-1-2 of the French Monetary and Financial Code, and in Article 222-3 of the General Regulations of the Autorité des Marchés Financiers (AMF), the French Financial Markets Authority, (ii) all the mandatory information included in the Management Report of the Board of Directors to the Annual Shareholders’ Meeting of May 12, 2017 as provided for in Articles L. 225-100 and L. 225-100-2 of the French Commercial Code, and (iii) all the information included in the Chairman’s Report on corporate governance and internal control and risk management procedures as provided for in Article L. 225-37 of the French Commercial Code. In Appendix B of this Registration document is a comparison table between the documents mentioned in these texts and the corresponding headings in this Registration Document. Incorporation by reference In accordance with Article 28 of European Regulation No. 809/2004 of April 29, 2004, this Registration Document incorporates by reference the following information, to which the reader should refer: C in relation to the ENGIE fiscal year ended on December 31, 2015: the management report, consolidated financial statements prepared according to IFRS and the related Statutory Auditors’ report appearing on pages 170 to 186 and 187 to 306 of the Registration Document filed with the AMF on March 23, 2016 under number D. 16-0195; C in relation to the ENGIE fiscal year ended on December 31, 2014: the management report, consolidated financial statements prepared according to IFRS and the related Auditors’ reports appearing on pages 176 to 193 and 195 to 328 of the Registration Document filed with the AMF on March 23, 2015 under number D.