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4

Section 1 - Significant events

Financial Report

| Statutory Auditors’ Report on the Consolidated Financial Statements | Consolidated

Financial Statements | Statutory Auditors’ Report on the Financial Statements | Statutory Financial Statements

I – 2014 Financial Report

Preliminary comments

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On February 11, 2015, at a meeting held at the headquarters of the company, the Management Board approved the Annual Financial Report

and the Consolidated Financial Statements for the year ended December 31, 2014. Having considered the Audit Committee’s recommendation

from its meeting held on February 20, 2015, the Supervisory Board, at its meeting held on February 27, 2015, reviewed the Annual Financial

Report and the Audited Consolidated Financial Statements for the year ended December 31, 2014, as previously approved by the Management

Board on February 11, 2015.

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The Consolidated Financial Statements for the year ended December 31, 2014 have been audited and certified by the Statutory Auditors with

no qualified opinion. The Statutory Auditors’ Report on the Consolidated Financial Statements is included in the preamble to the Financial

Statements.

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In compliance with IFRS 5 –

Non-current Assets Held for Sale and Discontinued Operations

, GVT, SFR, Maroc Telecom, and Activision Blizzard

have been reported in Vivendi’s Consolidated Financial Statements as discontinued operations in accordance with the following terms:

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Ongoing sales as of December 31, 2014:

On September 18, 2014, Vivendi and Telefonica entered into an agreement for the sale of GVT.

As a result, GVT has been reported in the Consolidated Statement of Earnings and Statement of Cash Flows as a discontinued operation as

from the third quarter of 2014. Its contribution to each line of Vivendi’s Consolidated Statement of Financial Position as of December 31, 2014

has been grouped under the lines “Assets of discontinued businesses” and “Liabilities associated with assets of discontinued businesses”.

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Completed sales as of December 31, 2014:

Vivendi deconsolidated SFR, Maroc Telecom group and Activision Blizzard as from

November 27, 2014, May 14, 2014, and October 11, 2013, respectively. All three businesses have been reported in the Consolidated

Statement of Earnings and Statement of Cash Flows as discontinued operations.

The adjustments to previously published data are reported in Appendix 2 to the Financial Report and in Note 31 to the Consolidated Financial

Statements for the year ended December 31, 2014.

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Section 1

Significant events

1.1. Significant events in 2014

1.1.1.

Group’s Governance

On June 24, 2014, Vivendi’s General Shareholders’ Meeting notably

appointed three new Supervisory Board members: Ms. Katie Jacobs

Stanton, Ms. Virginie Morgon and Mr. Philippe Bénacin.

Vivendi’s Supervisory Board, which was convened immediately following

the General Shareholders’ Meeting on June 24, 2014, appointed

Mr. Vincent Bolloré as Chairman. The Board also appointed Mr. Pierre

Rodocanachi as Vice Chairman and Mr. Jean-René Fourtou, who had

chaired the group since 2002, as Honorary Chairman. The Board appointed

Mr. Daniel Camus as Chairman of the Audit Committee and Mr. Philippe

Bénacin as Chairman of the Corporate Governance, Nominations, and

Remuneration Committee.

The Supervisory Board also appointed the members to the Management

Board, which is currently comprised of Messrs. Arnaud de Puyfontaine,

who serves as Chairman, Hervé Philippe and Stéphane Roussel.

The Supervisory Board is currently comprised of 14 members, including

an employee shareholder representative and an employee representative.

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Annual Report 2014