CGI Group Inc.

Corporate governance

LETTER TO SHAREHOLDERS

Dear fellow shareholders,

Last August, we completed the acquisition of Logica plc and welcomed 41,000 new employees (whom we call members) to CGI.

As our member base has now grown to 72,000, one of our key integration priorities is to ensure that the best practices and management tools that we have developed over the years are consistently applied throughout the Company.  Our focus on measuring how we are able to create long-term value for our clients, our members and our shareholders, translates into consistent performance, even in the challenging economic times we have witnessed in recent years.  We take great pride in having built CGI from the ground up on a solid foundation that stresses the importance of good governance.

Part of that foundation is our unique delivery model that allows us to deliver high quality services to our clients in an effective manner.  Our value proposition to our clients is compelling.

Our members have traditionally made up the largest shareholder group in the Company and we are committed to offering our new Logica colleagues the possibility of becoming CGI shareholders.  Ownership in the Company is a key part of our success.  As owners, all of us at CGI strive for exceptional operational excellence that is the hallmark of our services.

In turn, all our shareholders reap the benefit of owning a customer-focused company whose interests are closely aligned with those of its members.

We regularly measure our three stakeholders’ satisfaction levels so that we can continually meet or exceed their expectations, and we strive to maintain a balance among their interests.  To ensure that this equilibrium is consistently attained, CGI developed management frameworks aimed at each of our stakeholders.

Our Management Foundation, which includes our client, shareholder and member management frameworks, ensures both quality and consistency of execution in all our operations, and this has allowed us to achieve ISO 9001 certification for all our operations.  Our well defined processes and performance metrics are the tools we use in our frameworks to achieve our goals.  One of our objectives is therefore to extend ISO 9001 certification to all Logica operations by rigorously applying our Management Foundation.

We rely on a set of performance indicators comprised of measures related to each of our stakeholders.  These performance metrics are applied throughout the Company.  Global, local and comparative results are made visible and monitored at all management levels.  They are also regularly discussed with members at the business unit level.  As our Board members are carefully selected for their operational and financial literacy as well as for their knowledge and experience in managing large operations, they are in a position to analyze these indicators and provide expert advice on how to continuously improve our performance.

The same sharp focus on performance determines the compensation of our management team at all levels.  Our performance-based approach links their compensation to the achievement of business objectives.  Awards made under the Profit Participation Plan, which is our short term incentive program, are contingent upon the achievement of growth and profitability targets at the business unit and at the enterprise level. Grants under the Share Option and Performance Share Unit Plans, which constitute our long-term incentive programs, are made at the beginning of the year and then only vest over time if the same performance targets are met.  Stock options and performance share units that do not vest based on the degree of achievement of the performance targets are forfeited.

CGI’s foundation is rock solid because we have a robust and stable platform for continued accelerated growth.  The scope of our operations, the enduring quality of our governance structures, and our well- defined business processes have been designed for exceptional financial strength and sustainable long term growth.

We encourage you to read our 2012 Annual Report and Management Proxy Circular in order to become better acquainted with CGI.  We are confident that, as you come to know us, you will appreciate the strength of our commitment to our three stakeholders.

Annual General Meeting and Proxy Voting

On behalf of CGI’s Board of Directors, management and members, we invite you to attend the Annual General Meeting of Shareholders that will be held at the Omni Mont-Royal Hotel, Salon Les Saisons, 1050 Sherbrooke Street West, Montreal, Quebec, Canada, on Wednesday, January 30, 2013, at 11:00 a.m. (Montreal time).

The items of business are described in the accompanying Notice of Annual General Meeting and Management Proxy Circular.

At the meeting, you will have the opportunity to hear CGI’s senior leadership discuss the highlights of our performance in 2012.  You will also hear about our plans for the future and will have the opportunity to ask any questions you may have about your Company.

We encourage you to exercise the power of your proxy by voting your shares by mail, by phone or by using the internet as outlined in the enclosed Circular, or by presenting your signed proxy in person before the start of the meeting.   Yours sincerely,

Reprinted from CGI’s Notice of Annual Meeting and Management Proxy Circular dated December 10, 2012.