Corporate governance

Biographies of board members

nb: equity ownership is given as of December 13, 2011

ANDRÉ IMBEAU
Director related to CGI, complies with share ownership guidelines
Age 62
Beloeil, Quebec, Canada
Director since 1976
Class A subordinate voting shares: 265,210(*)
Class B shares: 4,275,659 (*)
Stock options: 776,203 (‡)
Performance Share Units: 117,065 (§)

The Board of Directors has determined that Mr. Imbeau is a related director because, in his role as Founder, Executive Vice-Chairman of the Board and Corporate Secretary, he is a member of CGI’s Executive Management Committee and is a key member of the Company’s senior leadership team.  In addition, he holds an interest in the Company’s Class B shares (see the heading Principal Holders of Class A Subordinate Voting Shares and Class B Shares earlier in this document).  Mr. Imbeau co-founded CGI in 1976 and was, until July 2006, Executive Vice-President and Chief Financial Officer.  His financial and operational expertise, leadership and strong commitment to teamwork significantly contributed to CGI’s track record of maintaining consistent revenue growth.  Mr. Imbeau remains responsible for creating value for all stakeholders and plays a key role in CGI’s strategic growth initiatives.

(*) Number of shares beneficially owned, or controlled, or directed, directly or indirectly.
(+) For more information concerning DSUs, please refer to the heading Compensation of Directors.
(‡) For more information concerning stock options, please refer to the headings Share Option Plan and Compensation of Directors in CGI's Notice of Annual Meeting and Information Circular dated December 13, 2011.
(§) For more information concerning PSUs, please refer to the heading Performance Share Unit Plan in CGI's Notice of Annual Meeting and Information Circular dated December 13, 2011.

Updated December 22, 2011