Compagnies des Alpes // 2019 Universal Registration Document
6 SHARE CAPITAL AND SHAREHOLDING Share capital
6.1.3 AUTHORISATIONS TO INCREASE THE SHARE CAPITAL All of the current authorisations regarding share capital increases are those given by the Extraordinary Shareholders’ Meeting of 8 March 2018 for a duration of 26 months. All the current authorisations are therefore valid until 8 May 2020.
The powers conferred upon the Board of Directors for increasing share capital, and the use of those powers where applicable, are set out in the summary table below:
Unutilised authorisation balance at 30/09/2019 1% of the share capital on the day of the Board decision/ Balance of maximum amount: 6.50% (number of outstanding free shares representing 0.50% of the share capital) Shares: €92 million; Debt securities: €100 million
Purpose of the powers
Date of the ESM Deadline Maximum amount authorised Utilisations
Authorisation to award performance shares to employees and Group corporate o ffi cers
8/03/2018 (17th resolution)
26 months (until 8/05/2020)
1% of the capital on the day of the award decision, in addition to a maximum of 7% of the capital for all outstanding free shares and stock options Shares: €92 million; Debt securities: €100 million Shares: €45 million (with priority period) or €35 million (with no priority period); Debt securities: €100 million Shares: powers as above, within a maximum of 20% of the share capital Debt securities: €100 million 10% of the share capital (currently €18.6 million)
28/03/2019
Powers to increase the share capital with preferential subscription rights (issues reserved for shareholders) Powers to increase capital with elimination of preferential subscription rights, by public o ff ering Powers to increase capital without preferential subscription rights, by private placement o ff ering Powers to increase the share capital without preferential subscription rights to pay contributions in kind with shares Powers to increase the share capital through the incorporation of premiums, reserves, pro fi ts or other Powers to increase the share capital through employee issue under the Group Employee savings plan Total cash limit of all authorisations and powers combined
8/03/2018 (18th resolution)
26 months (until 8/05/2020) 26 months (until 8/05/2020) 26 months (until 8/05/2020) 26 months (until 8/05/2020) 26 months (until 8/05/2020) 26 months (until 8/05/2020)
None
8/03/2018 (19th resolution)
None Shares: €45 million (with priority period) or €35 million (without priority period) Debt securities: €100 million None Shares: powers as above, within a maximum of 20% of the share capital Debt securities: €100 million None 10% of share capital (currently €18.6 million)
8/03/2018 (20th resolution)
8/03/2018 (21st resolution)
8/03/2018 (22nd resolution)
Shares: €35 million
None
Shares: €35 million
8/03/2018 (23rd resolution)
706,000 shares (2.9% of share capital, i.e. €5.4 million)
None 706,000 shares (2.9% of share capital, i.e. €5.4 million)
8/03/2018 (24th resolution)
Shares: €92 million; Debt securities: €200 million
Shares: €92 million; Debt securities: €200 million
The only authorisation used by the Board during the fiscal year is the one granted for awarding free Company shares (17 th resolution), with 67,050 performance shares thus awarded under Plan no. 22 implemented on 25 April 2019.
6.1.4 POTENTIAL SHARE CAPITAL
At 30 September 2019, the potential share capital represented 0.50% of the share capital, in the form of 122,650 outstanding entitlements to free shares.
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Compagnie des Alpes I 2019 Universal registration document
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