Letter to Shareholders

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Energies GDF SUEZ La lettre des actionnaires 11 Letter to Shareholders march 2012 EDITORIAL In a particularly difficult environment, thanks to its balanced business model, GDF SUEZ succeeded in

1 Energies GDF SUEZ La lettre des actionnaires 11 Letter to Shareholders march 2012 EDITORIAL In a particularly difficult environment, thanks to its balanced business model, GDF SUEZ succeeded in meeting all its industrial and financial goals for This strong performance shows the pertinence of our long-term strategy. We are convinced that GDF SUEZ s strengths and manageability will enable the Group to successfully respond to the future challenges of the world economy and maintain a steady growth that will foster profitability in the coming years. Gérard Mestrallet Chairman and CEO of GDF SUEZ Interview with Gérard Mestrallet on the 2011 Results Thanks to its balanced business model, GDF SUEZ succeeded in meeting all its industrial and financial goals for KEY FIGURES Year 2011 DIVIDEND Revenues 90.7 Bn EBITDA 16.5 Bn Net income, Group part 4 BN Debt ratio 46.8% Ordinary dividend* 1.50 per share Key dates Advance of 0.83 paid on November 15, 2011 Balance of 0.67 released on April 25, 2012 paid on April 30, 2012 * proposed at the April 23, 2012 Shareholders Meeting RESULTS HIGHLIGHTS THE GROUP AND YOU THE GROUP AND YOU P.2/ ANNUAL RESULTS P.2/3 NEWS BRIEFS P.4 DEVELOPING ENERGY AND ENVIRONMENTAL EFFICIENCY SERVICES IN CHILE P.4 REORGANIZING ENERGY ACTIVITIES IN EUROPE P.4 GDF SUEZ EXCEEDS 1,000 MW IN WIND TURBINES P.5 RESULTS OF THE E-CLUB SURVEY P.5 ACTIONARIA 2011 PRIZE COMPETITION P.5 PLUNGE INTO THE HEART OF GDF SUEZ S BUSINESS ACTIVITIES P.6 SHARE HISTORY P.6 ANNUAL SHAREHOLDERS PRE-MEETING P.6 SHAREHOLDERS PRE-MEETING SURVEY P.6 SHARE PRICE FOR THE ISF P.6 AGENDA / CONTACTS Page 1 MARCH 2012 GDF SUEZ _LETTER TO SHAREHOLDERS #11

+ 2011 ANNUAL RESULTS GDF SUEZ Letter La lettre des to actionnaires Shareholders 2011: strong results in a difficult environment, confirming the Group s long-term strategy GDF SUEZ continued to

5% thanks to International Power s contribution as from February 2011, the commissioning of new assets in all business lines, the excellent results of the Group s activities worldwide, especially in

These results were achieved in a difficult economic environment, combined with exceptionally mild weather conditions in Europe and the freeze of natural gas prices in France.

2 ANNUAL RESULTS GDF SUEZ Letter La lettre des to actionnaires Shareholders 2011: strong results in a difficult environment, confirming the Group s long-term strategy GDF SUEZ continued to deliver strong results in 2011, with revenues of 90.7 Bn, an increase of 7.3% in spite of extremely unfavorable climatic conditions and the natural gas price freeze in France. EBITDA grew by 9.5% thanks to International Power s contribution as from February 2011, the commissioning of new assets in all business lines, the excellent results of the Group s activities worldwide, especially in Asia, Latin America and North America, as well as Exploration- Production and LNG activities and the contribution of the Efficio performance plan. These results were achieved in a difficult economic environment, combined with exceptionally mild weather conditions in Europe and the freeze of natural gas prices in France. Tough financial discipline and the fast progress of the 10 Bn portfolio streamlining plan helped strengthen the Group s financial structure, reducing the net debt to 37.6 Bn. GDF SUEZ s unique strategic positioning guarantees sound long-term prospects: The Group has the advantage of a balanced business activities mix and leadership positions in all its businesses: In electricity, with GW of installed capacity, GDF SUEZ is No. 1 independent electricity producer in the world and No. 1 producer of non-nuclear energy in the world. In 2011, GDF SUEZ put into operation about 5 GW of capacity, including the Ras Laffan C natural gas power plant in Qatar, the Estreito hydro-electric dam in Brazil and thermal power plants in Chile. In France, the Group reached 1 GW of installed capacity in wind power and achieved the figure of one million customers in sales of electricity to individual Rodenhuize power plant, Belgium consumers. View all press releases and results on Highlights of the Group s 2011 results presentation In natural gas businesses, GDF SUEZ is No.1 importer of LNG in Europe, as well as in storage and in the operation of transmission and distribution networks. In 2011, GDF SUEZ signed a partnership for developing its transmission activities in France and elsewhere in Europe with the CNP Assu - rances-caisse des Dépôts consortium. GDF SUEZ acquired five storage facilities in Germany was also marked by the commissioning of two gas pipelines of international importance, with which GDF SUEZ is associated: Medgaz and Nord Stream Nord Stream gas pipeline, Lubmin, Germany (which links Russia to Germany). In services, GDF SUEZ is No.1 supplier of energy and environmental efficiency services in Europe and No.2 supplier of water and waste services in the world. In 2011, the Group signed new water and sanitation contracts, particularly in Australia, Spain and France. It also commissioned the Baviro waste-to-energy power plant in the Netherlands. In Chile at the start of 2012, GDF SUEZ acqui red Termika, leader in the design, installation and management of energy services. Water treatment plant, Tianjin, China The Group also draws from its global presence and benefits from extremely strong positions on its domestic markets in Europe, and fast expanding positions on high-growth emerging markets. These positions were strengthened in 2011 through the successful incorporation of International Power and the strategic partnership signed with the investment fund China Investment Corporation (CIC). NEWS BRIEFS SEPTEMBER 23, 2011 OCTOBER 6, 2011 OCTOBER 28, 2011 NOVEMBER 8, 2011 GDF SUEZ inaugurates the 100% biomass power plant at Rodenhuize in Belgium GDF SUEZ celebrates its millionth individual electricity customer in France Commissioning of a natural gas field in the Netherlands The inauguration of the Nord Stream gas pipeline strengthens the security of supply in France and the rest of Europe Page 2 MARCH 2012 GDF SUEZ _LETTER TO SHAREHOLDERS #11

3 A year marked by various topics being clarified: Almost all long-term natural gas contracts were revised to increase indexing on market prices above 25%, to lower prices indexed on oil prices and to shorten price revision cycles. In France, the Council of State confirmed that prices should reflect costs, leading to the introduction of a new formula for regulated natural gas prices and a 4.4% price increase as of January 1, In Belgium, the nuclear contribution was set at 550 M for 2012 for the sector, corresponding to an estimated net impact for GDF SUEZ of 250 M*. Integration of the Group s business activities in Europe, to better anticipate changes in the energy markets, through the creation of the Energy Europe Business Line. An even stronger financial structure: GDF SUEZ further improved its financial structure in 2011: the Group s sound industrial development ( 10.7 Bn in gross investments) was funded mainly by a large cash flow generation and the contribution made by the portfolio streamlining program. Net debt* shrank by 4 Bn compared with the end of 2010, to 37.6 Bn. The Group recorded a debt ratio of 46.8%, which was stable compared to 2010 and still ranks among the best in the sector. Prospects*: Ambitious operational goals reaffirmed Electricity: to reach 150 GW at 100% installed capacity by 2016, including 90 GW outside of Europe to increase installed capacity of renewable energy by 50% compared with 2009, by Natural gas: to reach production of about 65 Mbep in Exploration- Production by to double external LNG sales on emerging country markets by 2020 (compared with 34 TWh in 2010). Services : to increase revenues by 40% in energy efficiency by (compared with 2010) to install 2 million smart water meters by 2014 (+ 150%) to reach a ratio of 2 million metric tons of recycled waste for 1 million metric tons of waste disposed, by Robust goals within the framework of strict financial discipline Financial goals for 2012* based in particular on an average climate and stable regulatory conditions: Recurrent net income, Group part: between 3.5 Bn and 4 Bn Gross investments: approximately 11 Bn Ordinary dividend equal to or greater than that paid in the 2011 exercise Net debt/ebitda ratio less than or equal to 2.5, while maintaining an A category credit rating. Sustainable development goals for 2015 Recruiting 100,000 employees over the time period Training at least two thirds of Group personnel annually Renewable energy: 50% increase in installed capacity compared with 2009 Diversity: 25% women managers Health & Safety: achieving an accident frequency rate of less than 6 Biodiversity: deploying an action plan for each sensitive facility within the European Union Employee shareholding: 3% of the Group s share capital held by the Group s employees. GDF SUEZ expects* a recurrent net result, Group part of about 5 Bn by 2015, based on an average climate and stable regulatory conditions, with a level of annual gross investments of around 9 Bn to 11 Bn and a strong financial structure (net debt/ebitda ratio 2.5, while maintaining an A category credit rating), to provide a stable or increased dividend over the time period. *see full details of hypotheses in the press release Dividend policy confirmed Dividend for year 2011 at 1.50/share*, with a balance of 0.67/share paid on April 30, 2012 * put to the vote of the April 23, 2012 General Shareholders Meeting Prospects: a dividend over equal to or greater than that of the previous year NOVEMBER 8, 2011 GDF SUEZ extends its debt maturity and strengthens Group liquidity NOVEMBER 14, 2011 GDF SUEZ signs a contract for 0.6 million metric tons of liquefied natural gas with Petronet LNG (India) NOVEMBER 29, 2011 GDF SUEZ inaugurates two 150 MW thermal power plants in Chile FEBRUARY 1, 2012 GDF SUEZ continues its wind power development in Europe and launches projects of 100 MW in Romania and Poland Page 3 MARCH 2012 GDF SUEZ _LETTER TO SHAREHOLDERS #11

HIGHLIGHTS GDF SUEZ Letter La lettre des to actionnaires Shareholders ENERGY SERVICES Developing energy and environmental efficiency services in Chile GDF SUEZ acquires Termika, a leading energy

4 HIGHLIGHTS GDF SUEZ Letter La lettre des to actionnaires Shareholders ENERGY SERVICES Developing energy and environmental efficiency services in Chile GDF SUEZ acquires Termika, a leading energy services company in Chile and long-standing Group customer in the energy sector The Group is established in a country where there is a strong demand for energy efficiency services and now has a solid foothold for sustainably developing its business activities in the region, in association with the Group s other companies. Chile is an important country for GDF SUEZ. In fact, the Group is the first electricity producer in the north of the country, where in particular it operates the Mejillones LNG receiving and regasification terminal. The Group recently announced strong growth prospects in Chile. GDF SUEZ has recently inaugurated two thermal power plants with a total power of 300 MW. Lastly, in renewable energy, the Group operates the Monte Redondo wind farm, the second largest in Chile, with an installed capacity of 48 MW, and is currently building the Laja 1 hydroelectric power station, with a capacity of 34 MW. ENERGY EUROPE Reorganizing energy activities in Europe to anticipate changes in energy markets All energy activities, including natural gas supplies and electricity generation, energy management and trading, as well as marketing and selling energy to customers are now grouped together within a single Group business line, operating in 13 countries with 30,000 employees, whose aim is to offer the best possible service to 21.5 million European natural gas and electricity customers. The Energy Europe business line, headed by Jean-François Cirelli, Vice-Chairman & President of GDF SUEZ, has been operational since January 1, This new organization will be able to better anticipate the major energy changes that Europe is undergoing, such as the integration of the electricity and natural gas markets, the development of renewable energy and new customer offers that involve energy efficiency or smart energy. WIND POWER GDF SUEZ, No. 1 in wind farms in France, exceeds 1,000 MW in installed power GDF SUEZ inaugurated in January 2012 the CNR wind park at Guerville, in the Seine-Maritime department, breaking the barrier of 1,000 MW of wind turbines in operation in France. In this way, the Group confirms its wind power leadership position in the country and has an ambitious development plan: to reach 2,000 MW of installed onshore wind turbines in France by 2016, to contribute to offshore wind power development, together with the creation of a French industrial arm. GDF SUEZ, leader in wind power and No.2 electricity Wind turbines at Guerville operator in France GDF SUEZ is the leading wind farm producer in France with a 16% market share. With its expertise right across the sector, it can rely on its subsidiaries present throughout the country: La Compagnie du Vent, CN Air, Eole Generation, Erelia, Maïa Eolis and Maïa EolMer. This local foothold enables the Group to develop collaborative projects adapted to local territories and respectful of the environment. With an installed capacity of more than 8,000 MW, GDF SUEZ is the No.2 electricity producer in France. The Group is also the energy operator which has developed and invested the most in new electricity production capacities in France since 2008, especially in renewable energy. GDF SUEZ, candidate for operating offshore wind farms in France GDF SUEZ wishes to develop offshore wind farms and to establish a competitive industrial sector that is sustainable and will create employment in France. The Group joined up with Vinci to create a consortium to answer the tender launched by the French government, which plans offshore wind farm installations of 3,000 MW by This consortium will work with two major industrial partners, which will provide the offshore wind turbines: Areva and Siemens. In the field of offshore wind farms, GDF SUEZ has a know-how and experience that has been acknowledged for more than 10 years and is already involved in more than 30 projects of this type in Europe. Its specialist subsidiaries, such as Ineo, Fabricom and Tractebel Engineering, provide the answers for all phases of off-shore wind power projects as well as preparatory studies for operations and maintenance. Page 4 MARCH 2012 GDF SUEZ _LETTER TO SHAREHOLDERS #11

THE GROUP & YOU GDF SUEZ Letter to Shareholders Results of the e-club survey On the occasion of the 1st anniversary of the shareholders e-club, GDF SUEZ launched an electronic survey to gather

The e-club is the first multimedia space of its kind in France, set up to get to know the Group in an innovative and interactive way, and to take part in shareholders club activities over the

Out of the 5 sections to be found in the e-club, the keenest interest is shown in the e-visits (virtual visits of industrial facilities), which are considered to be particularly innovative.

They also look for news on macroeconomics and strategic information about the Group. The Shareholder Relations team would like to thank all of you who replied to this survey.

Actionaria 2011 prize competition José Trabulo, an independent IT consultant, won the ipad offered as a prize at the Actionaria 2011 exhibition.

In this way, the Group makes its shareholder information available to everyone, everywhere.

This initiative enabled me to discover the shareholders e-club I joined up and now I access the site regularly.

5 THE GROUP & YOU GDF SUEZ Letter to Shareholders Results of the e-club survey On the occasion of the 1st anniversary of the shareholders e-club, GDF SUEZ launched an electronic survey to gather opinions of Internet shareholders and their suggestions for impro vement. The e-club is the first multimedia space of its kind in France, set up to get to know the Group in an innovative and interactive way, and to take part in shareholders club activities over the Internet. The results of the survey show that: Nearly 90% of members have a positive opinion of the e-club, judging that it is easy to use and ergonomic. Out of the 5 sections to be found in the e-club, the keenest interest is shown in the e-visits (virtual visits of industrial facilities), which are considered to be particularly innovative. Shareholders are especially interested in those topics related to financial questions, renewable energy and cultural sponsorship. They also look for news on macroeconomics and strategic information about the Group. The Shareholder Relations team would like to thank all of you who replied to this survey. Qualitative panels have been organized to develop these results further. An action plan will be deployed in 2012 to take into account your suggestions and enhance the shareholders e-club even more. Actionaria 2011 prize competition José Trabulo, an independent IT consultant, won the ipad offered as a prize at the Actionaria 2011 exhibition. The competition highlighted GDF SUEZ s innovative electronic approach: the shareholders e-club, Internet voting for the Shareholders Meeting, the e-letter, etc. In this way, the Group makes its shareholder information available to everyone, everywhere. José Trabulo, being awarded the prize by Brigitte Roeser Herlin, GDF SUEZ Shareholder Relations Vice-President. I was most surprised when I learned that I had won the Actionaria competition. This initiative enabled me to discover the shareholders e-club I joined up and now I access the site regularly. Plunge into the heart of GDF SUEZ s business activities View an interview with Gérard Mestrallet on the annual results Relive the fantastic story of Ferdinand de Lesseps and the digging of the Suez Canal Visit the first historic site for producing iced water in Paris, the Climespace power plant at Les Halles Join the shareholders e-club: Get an explanation of companies financial results Get more details about the information given in the letter to shareholders, through the e-letter* *Reminder: The e-letter to shareholders will gradually replace the paper letter for Internet users, who will nevertheless still be able to receive it as hard copy via the "print on demand" option. Until the end of 2012, the paper letter will require a specific subscription. Page 5 MARCH 2012 GDF SUEZ _LETTER TO SHAREHOLDERS #11

THE GROUP & YOU GDF SUEZ Letter to Shareholders SHARE HISTORY 24 23 22 in euros Share and market index GDF SUEZ trends from August 19, 2011 + 0.3% to February 16, 2012 (base: share price) cac 40 + 12.

6 THE GROUP & YOU GDF SUEZ Letter to Shareholders SHARE HISTORY in euros Share and market index GDF SUEZ trends from August 19, % to February 16, 2012 (base: share price) cac % DJ euro utilities + 4.5% BEL % Aug.19, 2011 Sept. 1, 2011 Oct. 1, 2011 Nov. 1, 2011 Dec. 1, 2011 Jan. 1, 2012 Feb. 1, 2012 Feb. 16, 2012 GDF SUEZ CAC 40 DJ Euro Utility BEL 20 UPCOMING EVENTS April 12, 2012 Shareholders meeting in Lille April 23, 2012 General Shareholders Meeting in Paris April 24, st quarter results June 4, 2012 Shareholders meeting in Marseilles August 2, st half-year results Annual Shareholders Meeting can provide feedback on your requests for the Shareholders Meeting on the toll-free number: CONTACT INFO The GDF SUEZ Annual General Share holders Meeting will take place on April 23, 2012 at 2:30 pm at the Palais des Congrès in Paris. Since 2010, GDF SUEZ has offered to send registered shareholders the invitation and documents related to the General Shareholders Meeting electronically and give them access to electronic voting. As always a pioneer in this area, in 2012 GDF SUEZ is giving holders of bearer shares the possibility of voting by Internet. Respect for the environment is one of the key commitments of our socially respon si ble corporate policy. The General Share holders Meeting is the occasion for involving you in this approach, by limiting the sending of massive amounts of paper documents and by allowing you to take part in the Shareholders Meeting in a simple, fast and secure way. You will find all relevant information on how to take part on: or by calling the toll-free number. Shareholders Pre-Meeting survey So that as a priority the Shareholders Meeting deals with topics that interest you most, GDF SUEZ is launching a pre- Meeting Survey with its shareholders. Connect up to If you are not an Internet user, you Share price for the ISF Reminder of the rule for France: Holding shares enters into ISF rich man s tax calculations. The taxpayer may declare share value with reference either to the closing price on the last day of the year, or to the average price of the last 30 stock market days of the year. For GDF SUEZ: Closing price on December 30, 2011*: Average price over the last 30 stock market days in 2011*: *source: Société Générale Securities Services GDF SUEZ General Shareholders Meeting, April 23, 2012 Internet voting Always ready to listen to each and every one of its shareholders, GDF SUEZ does all it can to allow the largest possible number of them to have their say at the Shareholders Meeting. As a pioneer in an electronic socially responsible approach with its shareholders, once more GDF SUEZ would like to invite you this year to vote by Internet. Shareholder relations contact france INDIVIDUAL SHAREHOLDERS actionnaires@gdfsuez.com > contact EMPLOYEE SHAREHOLDERS actionnariat.salarie@gdfsuez.com GDF SUEZ 1, place Samuel de Champlain Faubourg de l Arche Paris La Défense CEDEX BELGIUM INDIVIDUAL SHAREHOLDERS GDF SUEZ Shareholder Relations Department av. Simon Bolivar 34, 1000 Bruxelles club@gdfsuez.com > contact OTHER COUNTRIES *The toll-free number is available for France and Belgium from 9 am to 6 pm from Monday to Friday. Calls are toll-free from landlines. Editorial staff: Shareholder Relations Team Editor-in-Chief: Brigitte Roeser Herlin - Photos: GDF SUEZ / ABACAPRESS / GOUHIER NICOLAS - SAUER STEFAN - SABRIE GILLES - Electrabel / BECKERS Raf Creation and design: Les Editions Stratégiques. Printed on Satimat Green - FSC (40% virgin fiber and 60% recycled). Page 6 MARCH 2012 GDF SUEZ _LETTER TO SHAREHOLDERS #11

ICGN Annual Conference September 12 th, LNG terminal Montoir, France

ICGN Annual Conference September 12 th, LNG terminal Montoir, France LNG terminal Montoir, France DISCLAIMER Forward-Looking statements This communication contains forward-looking information and statements. These statements include financial projections, synergies, cost-savings