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2011 Joint Shareholders' Meeting - 2 May 2011 Fos Cavaou methane terminal in France 2011 Joint Shareholders' Meeting - 2 May 2011 OPENING OF THE MEETING AGENDA (page 1 of 2) Resolutions within the competence of the Ordinary Shareholders'


  1. 2011 Joint Shareholders' Meeting - 2 May 2011

  2. Fos Cavaou methane terminal in France 2011 Joint Shareholders' Meeting - 2 May 2011

  3. OPENING OF THE MEETING AGENDA (page 1 of 2) Resolutions within the competence of the Ordinary Shareholders' Meeting – Board of Directors' Report – Statutory Auditors' Reports – Approval of the annual financial statements for financial year 2010 – Approval of the consolidated financial statements for financial year 2010 – Distribution of earnings and establishment of the amount of the dividend for Financial Year 2010 – Approval of related party agreements – Authorisation to give the Board of Directors the power to carry out transactions on the company's shares – Renewal of the mandates of 5 directors – Appointment of a director – Ratification of the transfer of the head office 2011 Joint Shareholders' Meeting - 2 May 2011 4

  4. OPENING OF THE MEETING AGENDA (page 2 of 2) Resolutions within the competence of the Extraordinary Shareholders' Meeting – Board of Directors' Report – Statutory Auditors' Reports – Capital increase reserved for Group Employee Savings Plans members – Capital increase reserved for Group international employee shareholding – Authorisation to allocate free shares to employees and/or corporate officers of the Company and/or companies belonging to the scope of GDF SUEZ Group – Powers to implement the decisions of the Shareholders' Meeting and to carry out all necessary formalities. 2011 Joint Shareholders' Meeting - 2 May 2011 5

  5. OPENING OF THE MEETING Nearly one million individual and employee shareholders Breakdown of GDF SUEZ's share capital Groupe Bruxelles 5.2% Lambert 0.6% Sofina Institutional investors 40.0% 1.1% CNP Assurances 2.0% CDC Treasury stock 1.1% Individual 11.2% shareholders* Employee French State 36.0% 2.8% shareholders At 31/12/2010 * including others, notably ADR, associations and various institutions and companies 2011 Joint Shareholders' Meeting - 2 May 2011 6

  6. Fos Cavaou methane terminal in France 2011 Joint Shareholders' Meeting - 2 May 2011

  7. OPENING OF THE MEETING Results of shareholder consultation CLASSIFICATION BY SUBJECT The Group’s strategy 19 % for the years ahead 12 % Outlook for 2011 11 % Payout policy 10 % Executive compensation policy Economic environment 8 % and competition 8 % International expansion 8 % Growth activities 2011 Joint Shareholders' Meeting - 2 May 2011 9

  8. OPENING OF THE MEETING Nuclear power: safety is our top priority Maintenance operations at a plant in Belgium 2011 Joint Shareholders' Meeting - 2 May 2011 10

  9. OPENING OF THE MEETING Establishment of gas prices in France for individual customers INFRASTRUCTURE SUPPLY COSTS AND SALES COSTS From the producer to the French border From transport all across France to sales Costs reassessed every 3 Change in minimum annual costs months in the tariff calculation Gas ~ 50% ~ 50% producers of costs of costs 2011 Joint Shareholders' Meeting - 2 May 2011 11

  10. Hidd in Bahrain 2011 Joint Shareholders' Meeting - 2 May 2011

  11. STRATEGY AND OUTLOOK Contents Solid 2010 PERFORMANCES An AMBITIOUS and SUSTAINABLE industrial strategy An industrial strategy based on BALANCE and FLEXIBILITY 2011 Joint Shareholders' Meeting - 2 May 2011 13

  12. Solid 2010 PERFORMANCES

  13. STRATEGY AND OUTLOOK 2010: solid results (1) Net debt/total equity (2) Subject to approval by the Shareholders' Meeting of 2 May 2011 2011 Joint Shareholders' Meeting - 2 May 2011 15

  14. STRATEGY AND OUTLOOK Corporate social responsibility at the heart of GDF SUEZ's strategy Recruitment Safety 2015 targets Professional training Diversity Employee shareholders (1) Frequency rate: (number of accidents with leave / hours worked) x 1,000,000 2011 Joint Shareholders' Meeting - 2 May 2011 16

  15. STRATEGY AND OUTLOOK Industrial development charting a course for the future Gas plant, CombiGolfe, France Olympic Games site in London Unloading of the Gaselys in China - Major LNG contracts in - Creation of the world - Inauguration of the energy Asia and launch of leader in independent centre for the Olympic terminals electricity generation Park in London - Operator of Gjøa, in - Major sales contracts - Acquisition of heating Exploration & Production networks in the UK - Enhancement of positions - Storage: Leader in Europe, - New contracts in water in in Italy big lead in Germany France and Spain, several - Partnership in gas public/private transport in France partnerships 2011 Joint Shareholders' Meeting - 2 May 2011 17

  16. Hidd in Bahrain 2011 Joint Shareholders' Meeting - 2 May 2011

  17. An AMBITIOUS and SUSTAINABLE industrial strategy...

  18. STRATEGY AND OUTLOOK 4 priorities  Stepping up development in high-growth markets  Enhancing integration and optimising positions in mature markets  Targeting the allocation of capital to projects offering secure returns  Developing marketing innovation Post it 2011 Joint Shareholders' Meeting - 2 May 2011 21

  19. STRATEGY AND OUTLOOK Stepping up development in high-growth markets Sao Salvador damn, Brazil of which 90 GW outside Europe, Ras Laffan plant, Qatar Provalys terminal i.e. 60% of installed capacity 2011 Joint Shareholders' Meeting - 2 May 2011 22

  20. STRATEGY AND OUTLOOK Enhancing integration and optimising positions in mature markets Montoir-de-Bretagne plant, France Energy trading floor Herdersbrug plant, Belgium Polaniec conventional thermal power station, Poland Storage in Germany 2011 Joint Shareholders' Meeting - 2 May 2011 23

  21. STRATEGY AND OUTLOOK Targeting the allocation of capital to projects offering secure returns ChilcaUno plant, Peru Marafiq plant, Saudi Arabia Astoria plant, US 2011 Joint Shareholders' Meeting - 2 May 2011 24

  22. STRATEGY AND OUTLOOK Developing marketing innovation 2011 Joint Shareholders' Meeting - 2 May 2011 25

  23. An industrial strategy based on BALANCE and FLEXIBILITY

  24. STRATEGY AND OUTLOOK A leading group in three buoyant businesses Revenues (1) 100% Services Natural gas Electricity SECTOR (2) By type of activity (pro forma International Power) (1) GDF SUEZ estimate of the % breakdown of 2009 revenues by type of activity, restated over the full year for acquisitions completed by certain groups. (2) Main sector players (weighted average): EDF, Enel, E.ON, Gas Natural Fenosa, Iberdrola, RWE 2011 Joint Shareholders' Meeting - 2 May 2011 27

  25. STRATEGY AND OUTLOOK Strong development momentum outside Europe Net installed electric capacity (1) 100% Rest of the World Rest of Europe (3) Historic market (4) SECTOR (2) Hydropower plant in Laja, Chile By geographic region (pro forma International Power) (1) GDF SUEZ estimate of 2009 net installed capacity of players, restated over the full year for acquisitions completed by certain groups. (2) Main sector players: EDF, Enel, E.ON, Gas Natural Fenosa, Iberdrola, RWE (3) Russia and Turkey are considered to be outside Europe (4) France and Belgium 2011 Joint Shareholders' Meeting - 2 May 2011 28

  26. STRATEGY AND OUTLOOK A unique economic model adapted to today's challenges  Balanced positioning between gas, electricity and services  Balanced portfolio between secure activities and activities exposed to the markets  Diversified production mix , generating low CO 2 emissions  Strong presence in emerging markets 2011 Joint Shareholders' Meeting - 2 May 2011 29

  27. STRATEGY AND OUTLOOK Ambitious targets (1) 2011 2011 2011-2013 2011 2013 € 17 bn - € 17.5 bn > € 20 bn in 2013 EBITDA Year N+1 EPS ≥ Year N EPS Earnings per share ~ € 11 bn/year Gross capex Portfolio ~ € 10 bn in 2011-2013 optimisation Financial structure (2) "A" credit rating Year N+1 dividend ≥ Year N dividend Dividend policy (1) The targets are based on the consolidation of International Power as from 3 February 2011 and include the following assumptions: average weather and no substantial changes in regulations or the macroeconomic environment. Underlying assumptions: average price of Brent $92/barrel in 2011, $100/barrel in 2013; average price of baseload electricity in Belgium € 50/MWh in 2011, € 53/MWh in 2013; average price of gas in Zeebrugge € 23/MWh in 2011 and 2013. (2) Other target related to the financial structure: Net debt/EBITDA ≤ 2.5x 2011 Joint Shareholders' Meeting - 2 May 2011 30

  28. Montoir methane terminal, Bretagne (Brittany), France

  29. DELIVERING SOLID PERFORMANCE Contents TARGETS EXCEEDED in 2010 ATTRACTIVE, SUSTAINABLE dividend policy Our STOCK MARKET PERFORMANCE SOLID FINANCIAL STRUCTURE maintained 2011 Joint Shareholders' Meeting - 2 May 2011 32

  30. DELIVERING SOLID PERFORMANCE Solid performance in 2010 2010 2009 In € bn 79.9 84.5 Revenue 14.0 15.1 EBITDA 4.5 4.6 Net income Group share € 2.05 € 2.11 Earnings per share 8.8 8.6 Net capex (1) 9.6 (2) 7.8 Free Cash Flow 30.0 Net debt 33.8 (1) Net capex = industrial capex (maintenance and development) + financial capex (acquisitions) – disposals. (2) Including exceptional items amounting to € 0.7 bn 2011 Joint Shareholders' Meeting - 2 May 2011 33

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