Proposed resolutions and purpose
- Agenda
- Ordinary General Meeting
- Resolutions 1 and 2 approval of the financial statements for the year
- Resolution 3 appropriation of earnings and setting of the dividend
- Resolution 4 Buyback by the Company of its own shares
- Resolutions 5 to 7 Renewal of a director’s term of office and appointment of two directors
- Resolution 8 Regulated agreements
- Resolution 9 approval of the remuneration of Executive Officers and directors paid in 2019 or awarded in respect of the 2019 fiscal year
- Resolution 10 approval of information relating to the remuneration of Corporate Officers included in the Report on Corporate Governance in accordance with article L. 225-37-3 I of the French Commercial Code
- Resolution 11 approval of the remuneration policy applicable to the Corporate Officers
- Resolution 12 Setting of the total annual amount of directors’ remuneration
- Extraordinary General Meeting
- Resolution 13 authorization to reduce the share capital by cancellation of treasury shares
- Resolution 14 Share capital increase through capitalization of additional paid-in capital, reserves, profits or any other amounts
- Resolutions 15 and 16 Capital increase reserved for employees
- Resolutions 17 to 19 Proposed modifications to the articles of association to take into account certain provisions relating to the action Plan for Growth and Transformation of Companies (Plan d’action pour la Croissance et la Transformation des...
- Resolution 20 Proposed modification to article 9 of the articles of association relating to threshold notifications, to harmonize statutory rules with legal rules relating to the assimilation of equity holdings
- Resolution 21 Proposed statutory modification relating to the authority to decide or authorize the issue of bonds
- Resolution 22 Extension of the Company’s term
- Resolution 23 Powers
PROPOSED RESOLUTIONS
AND PURPOSE
Agenda
ORDINARY GENERAL MEETING
- Approval of the Company financial statements for the year ended December 31, 2019.
- Approval of the consolidated financial statements for the year ended December 31, 2019.
- Appropriation of 2019 earnings; setting of the dividend.
- Authorization granted to the Board of Directors for a period of 18 months to allow the Company to trade in its own shares.
- Renewal of the term of office of Mr Brian Gilvary as Director.
- Appointment of Ms Anette Bronder as Company Director.
- Appointment of Ms Kim Ann Mink as Company Director.
- Statutory Auditors’ Special Report on agreements covered by articles L. 225-38 et seq. of the French Commercial Code.
- Approval of the elements of remuneration paid during or awarded in respect of the fiscal year ended December 31, 2019 to Mr Benoît Potier.
- Approval of information relating to the remuneration of Corporate Officers stated in paragraph I of article L. 225-37-3 of the French Commercial Code.
- Approval of the remuneration policy applicable to the Corporate Officers.
- Setting of the total annual amount of Directors’ remuneration.
EXTRAORDINARY GENERAL MEETING
- Authorization granted to the Board of Directors for a period of 24 months to reduce the share capital by cancellation of treasury shares.
- Delegation of authority granted to the Board of Directors for a period of 26 months in order to increase the share capital through capitalization of additional paid-in capital, reserves, profits or any other amount that may be capitalized, for a maximum amount of 300 million euros.
- Delegation of authority granted to the Board of Directors for a period of 26 months to perform share capital increases, with cancellation of preferential subscription rights, reserved for members of a company or Group Savings Plan.
- Delegation of authority granted to the Board of Directors for a period of 18 months to perform share capital increases, with cancellation of preferential subscription rights, reserved for a category of beneficiaries.
- Harmonization of article 11 of the articles of association (Composition of the Board of Directors) with the provisions of the PACTE law in relation to Directors representing employees.
- Modification to article 15 of the articles of association (Powers of the Board of Directors) relating to management decisions taken by the Board of Directors (PACTE Law).
- Compliance of article 16 of the articles of association (Remuneration) with the provisions of the PACTE law relating to Directors’ remuneration
- Modification of article 9 of the articles of association (Identification of shareholders) relating to thresholds notifications.
- Statutory modification relating to the authority to decide or authorize the issue of bonds.
- Extension of the Company’s term and consequential amendment to the articles of association.
ORDINARY GENERAL MEETING
- Powers for formalities.