Contents. 1. Tax Expatriates... 6

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2 Contents 1. Tax Expatriates

3 1. Tax Although taxation varies from one country to another, you generally pay taxes when you exercise stock options or when you sell shares. You are also encouraged to contact your tax advisor to understand how your long-term incentives affect your personal tax situation. Upon vesting of your stock awards, UCB will deliver the vested shares to you as follows: In cash : a number of awards corresponding to the percentage of taxes and social security contributions borne by the beneficiary - the taxes will be paid by UCB to the local authorities In shares : the balance, being the number of awards vested net of taxes and social security contributions borne by the beneficiary. Upon sale of your shares Although taxation varies from one country to another, you generally have to report the income resulting from the sale of shares and pay taxes. Example: grant and vesting of 300 awards. Assuming a tax rate of 52% : 156 awards delivered in cash 144 shares delivered. For country-specific information, please refer to the tax information sheet which is available in the tab Documents of toption. 3

4 UCB has a tax withholding obligation in the following countries: For stock options granted until 2012 : Austria, Canada, China, Finland, Germany, Greece, India, Italy, Luxemburg, Spain, Sweden, Switzerland, The Netherlands, the United Kingdom (unapproved options), the United States. For stock options granted as of 2013: Austria, Bulgaria, Canada, China, Czech Republic, Finland, Germany, Greece, India, Italy, Luxemburg, South Korea, Poland, Spain, Sweden, Switzerland, The Netherlands, Turkey, the United Kingdom (unapproved options), the United States. Are you residing in a country where UCB has a tax withholding obligation? Yes Taxes and social security contributions will be withheld through payroll and the funds will be processed with the payroll cycle following receipt of the funds. Are you tax resident in Greece? For the tax residents of Greece, sales proceeds are transferred to the local entity who will transfer them to your personal account. No taxes will be withheld from the gain in 2014 (legislation should change in 2015). The company will issue a payroll certificate for you to fill in your tax return. Are you tax resident in Italy or Luxemburg? For the tax residents of Italy or Luxemburg, sales proceeds are transferred directly into the personal account. Taxes and social security contributions are withheld from salary. Are you tax resident in Switzerland? For the tax residents of Switzerland, sales proceeds are transferred directly into the personal account. Social security contributions are withheld from salary. No The sales proceeds will be transferred onto your personal bank account as available in Your personal data in toption. Although taxation varies from one country to another, you generally have to report the option income and to pay taxes and social security contributions. Please read the tax information sheet for your country as available in the tab Documents of toption. 4

5 Exercise information is sent to your local payroll once a week. The option income is being processed with the following payroll cycle. Taxes and social security contributions are being withheld through payroll. Upon vesting of your performance shares, UCB will deliver the vested awards as follows to you: In cash : a number of awards corresponding to the percentage of taxes and social security contributions borne by the beneficiary the taxes will be paid by UCB to the local authorities In shares : the balance, being the number of awards vested net of taxes and social security contributions borne by the beneficiary Upon sale of your shares Although taxation varies from one country to another, you generally have to report the income resulting from the sale of shares and pay taxes. Grant and vesting of 300 awards (assuming a 100% vesting based on the actual performance against the goals defined upon grant). Assuming a tax rate of 52% : 156 awards delivered in cash 144 shares delivered. For country-specific information, please refer to the tax information sheet which is available in the tab Documents of toption. 5

6 2. Expatriates Upon exercise of stock options or stock appreciation rights and upon vesting of stock awards or performance shares, UCB will request it s tax advisors to: Check UCB s tax withholding and reporting liability in the countries in which you were active during the vesting period Check your tax liability as an individual Calculate the hypothetical taxes that need to be withheld from the gain according to the tax equalization policy before the gain is being transferred to you. Upon vesting of Stock Awards, UCB will request a tax advisor to analyze your specific tax situation and to calculate the actual tax rate applicable to you based on the local legislation and on UCB s tax equalization policy. The shares will be delivered physically to you after UCB has received all necessary information to calculate the applicable tax rate. Upon exercise of stock options, UCB will request a tax advisor to analyze your specific tax situation. The option gain will be transferred to you after UCB has received all necessary information from its tax advisors to calculate the net amount transferable to you. UCB reserves the right to withhold any amount due or any amount it considers as due upon exercise of the options. 6

7 Upon exercise of stock appreciation rights, UCB will request a tax advisor to analyze your specific tax situation. The option gain will be transferred to you after UCB has received all necessary information from its tax advisors to calculate the net amount transferable to you. UCB reserves the right to withhold any amount due or any amount it considers as due upon exercise of the stock appreciation rights. Upon vesting of Perfomance Shares, UCB will request a tax advisor to analyze your specific tax situation and to calculate the actual tax rate applicable to you based on the local legislation and on UCB s tax equalization policy. The shares will be delivered physically to you only after UCB has received all necessary information to calculate the applicable tax rate. 7