GROUPAMA / 2018 Registration document

8 LEGAL INFORMATION

INFORMATION CONCERNING SHARE CAPITAL AND PRINCIPAL SHAREHOLDERS

8.2.3

MAIN SHAREHOLDERS BEFORE CONVERSION

The following table shows the number of shares, the percentageof capital, and the percentageof correspondingvoting rights held by the Company’s principal shareholders as of 7 June 2018, before the mergers. A double voting right was allocated to all fully paid-up shares, for which nominative registration is justified after at least two years in

the name of the same shareholder either of French nationality or originating from aMemberState of the EuropeanUnion. As of 7 June 2018, 99.99% of the Company’s share capital had double voting rights.

Shareholders

Number of shares

% of capital

Number of voting rights

% of voting rights

Groupama Holding  (1)

374,939,424

92.02%

749,837,315

92.02%

Groupama Holding 2  (1)

32,435,200

7.96%

64,870,400

7.96%

Others  (2)

99,552

0.02%

199,076

0.02%

TOTAL

407,474,176

100.00%

814,906,791

100.00%

Groupama Holding and Groupama Holding 2 were the holding companies of Groupama SA, the shareholders of which were the Regional Insurance (1) Mutuals and the Agricultural Reinsurance Mutuals. As of 7 June 2018, the current employees, former employees, and sole agents held 99,484 shares, representing 0.02% of the Company’s capital. (2) Moreover, on the same date, directors as a whole held 68 shares, i.e., four company shares each.

On 7 June 2018, following the General Meeting of Groupama SA,

cancellation of the shares contributed by Groupama Holding and

Groupama Holding and Groupama Holding 2 were taken over by Groupama Holding 2. Groupama SA,resulting in the issue of new shares to compensate for these transactions, allocated to the regional mutuals, shareholders of the two holding companies, and then the

Following these transactions, the distribution of capital was as follows:

Shareholders

Number of shares

% of capital

Number of voting rights

% of voting rights

Regional mutuals

411,824,587

99.98%

411,824,587

99.95%

Currentemployees, former employees, and soleagents

99,484

0.02%

198,968

0.05%

TOTAL

411,924,071

100.00%

412,023,555

100.00%

Lastly, following the approval of the conversion of Groupama SA from a public limited company into an agricultural mutual reinsurance fund, a legal structurewithout capital, all the sharescomprising Groupama SA’s capitalwere cancelled.

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REGISTRATION DOCUMENT 2018 - GROUPAMA ASSURANCES MUTUELLES