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182 2014 Registration Document

Consolidated Financial Statements Year ended December 31, 2014

5

Notes to the Consolidated statements

No new plans were set up in 2014 or 2013.

The following table provides

details of the stock option plans

that were in progress at December 31, 2014 or expired during the year.

Grant date

(1)

Number

of options

granted

(2)

Life of the

options

Number of

grantees

Exercise

period

(3)

Number

of options

outstanding

(4)

Exercise price

in €

(2)

2007 Presence Plan May 15, 2007 4,354,667

7 years

502

May 15, 2009

to May 14,

2014

0

49.45

2008 Presence Plan I

June 6, 2008 4,545,183

7 years

505

June 6, 2010

to June 5,

2015 3,568,284

39.68

2008 Presence Plan II

July 7, 2008

17,109

7 years

1

July 7, 2010 to

July 6, 2015

17,109

39.68

2009 Performance Plan June 17, 2009 1,252,994

7 years

57

June 17, 2011

to June 16,

2016

431,088

29.55

2009 Presence Plan June 17, 2009 6,974,861

7 years

2,571

June 17, 2011

to June 16,

2016 5,502,482

29.55

2010 Performance Plan July 16, 2010 1,439,017

7 years

56

July 17, 2012

to May 3, 2017

509,055

29.91

2010 Presence Plan II

July 16, 2010 1,941,610

7 years

507

July 17, 2012

to July 16,

2017 1,471,852

29.91

TOTAL

11,499,870

(1) Date of the meeting of the Management Board (before July 28, 2008) or Board of Directors (after that date) when the stock option grants were decided.

(2) Adjusted number of options and adjusted exercise price.

(3) The options will vest only if the grantee is still employed by the Group at the start of the exercise period. Since 2006, the options vest as follows:

W

50% after two years;

W

25% after three years;

W

25% after four years.

Concerning the exercise date, specific rules apply in the event of the grantee’s death.

(4) The number of options outstanding includes both options exercisable at December 31, 2014 and options that were not yet exercisable at that date.

All of the options are exercisable for existing Carrefour shares.

There are two types of plans:

■

Presence Plans, for which the only condition is that grantees must

remain employed by the Group between the grant date and the starting

date of the exercise period for each tranche of options (50% of options

vest after two years, 25% after three years and 25% after four years);

■

Performance Plans, for which the above presence condition applies

as well as two conditions based on the Group’s financial performance,

with 50% of the options vesting when each of these conditions are met:

■

Performance conditions for the 2009 Performance Plan concern

(i) sales growth for the period 2008 to 2010 and (ii) the level

of 2010 free cash flow,

■

Performance conditions for the 2010 Performance Plan concern

growth in (i) sales and (ii) recurring operating income over the

period 2009 to 2011.

28.1

STOCK OPTION PLANS