Assystem - Registration Document 2016

INFORMATION ABOUT THE COMPANY AND ITS SHARE CAPITAL

INFORMATION ABOUT THE SHARE CAPITAL

7.2.4

ADDITIONAL INFORMATION ABOUT THE SHARE CAPITAL

Authorised share capital The table below provides a summary of the authorisations in force concerning capital increases and reductions, as voted by shareholders at the Annual General Meeting of 24 May 2016, as well as their use during 2016.

AGM at which the resolution was approved 24/05/2016 (16 th resolution)

Maximum amount of capital increase/reduction Cancellation capped at 10% of the shares making up the Company’s share capital at the transaction date Maximum nominal amount of capital increase(s): €10,000,000 Maximum nominal amount of capital increase(s): €7,000,000

Authorisation

Duration

Use in 2016

To reduce the Company’s capital through the cancellation of shares purchased under share buyback programmes.

18 months (up to 24/11/2017)

No

No

To increase the Company’s capital through the issuance of shares and/or securities carrying rights to shares, with pre-emptive subscription rights. To increase the Company’s capital through the issuance of shares and/or securities carrying rights to shares, without pre-emptive subscription rights To increase the Company’s capital through the issuance of shares and/or securities carrying rights to shares, without pre-emptive subscription rights, by way of a private placement. To set the issue price for issues of shares and/or securities carrying rights to shares carried out without pre-emptive subscription rights, subject to a ceiling of 10% of the Company’s capital as well as the ceilings provided for at the AGM. To increase the amount of issues carried out with or without pre-emptive subscription rights pursuant to the 17 th to 19 th resolutions. To set a blanket ceiling for the overall amount by which the Company’s capital may be increased (pursuant to the 17 th to 19 th resolutions).

26 months (up to 24/07/2018)

24/05/2016 (17 th resolution)

No

26 months (up to 24/07/2018)

24/05/2016 (18 th resolution)

No

Maximum nominal amount of capital increase(s): €2,000,000

26 months (up to 24/07/2018)

24/05/2016 (19 th resolution)

No

10% of the Company’s share capital per 12-month period, and subject to the ceilings provided for at the AGM

26 months (up to 24/07/2018)

24/05/2016 (20 th resolution)

Up to 15% of the original issue

26 months (up to 24/07/2018)

24/05/2016 (21 st resolution)

No

€10,000,000 maximum nominal amount for issues of shares and €100,000,000 maximum nominal amount for issues of debt securities Maximum nominal amount of capital increase(s): €20,000,000 3% increase in the nominal amount of the Company’s capital at the award date

26 months (up to 24/07/2018)

24/05/2016 (22 nd resolution)

No

No

To increase the Company’s capital by capitalising share premiums, reserves, profit or other eligible items.

26 months (up to 22/07/2017)

22/05/2015 (23 rd resolution)

Yes Free share plans dated 4 July 2016 and 7 November 2016 (see page 157)

To award free shares/performance shares (existing or newly-issued shares).

38 months (up to 24/07/2019)

24/05/2016 (24 th resolution)

No

To issue BSAAR or BSA stock warrants (without pre-emptive subscription rights) to employees and officers of the Company and its subsidiaries.

€500,000, representing a maximum total of 500,000 shares, i.e. 2.25% of the Company’s capital

18 months (up to 24/11/2017)

24/05/2016 (25 th resolution)

7

Ceiling: 1,166,546 shares

Same period as that in the resolution concerned 26 months (up to 22/07/2017)

24/05/2016 (26 th resolution)

No

To set a blanket ceiling on the amount of the issues carried out pursuant to the 24 th and 25 th resolutions.

No

To increase the Company’s capital through the issuance of shares and/or securities carrying rights to shares for members of a Company or Group savings plan.

Maximum nominal amount of 2% of the Company’s capital at the issue date

22/05/2015 (27 th resolution)

Potential share capital Potential share capital comprises stock warrants, performance shares and Ornane and Odirnane bonds.

155

ASSYSTEM

REGISTRATION DOCUMENT 2016