LEGRAND / 2018 Registration document

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ADDITIONAL INFORMATION

MEMORANDUM AND ARTICLES OF ASSOCIATION

Where any new shares are not fully paid up on issuance, calls to pay up the shares, at the dates determined by the Board of Directors, will be made by way of notices inserted, two weeks prior to the call, in one of the official gazettes published in the place where the registered office is located, or will be sent by registered mail with acknowledgment of receipt. Every payment on a subscribed share will be recorded by an entry in the account opened in the name of the subscriber. All late payments shall automatically bear interest in favor of the Company, starting from the date payment was due, without formal notice or application to a court, at the statutory rate of interest, notwithstanding any individual proceedings the Company may initiate against the defaulting shareholder, and the compulsory enforcement measures provided for in law. Each share grants a right to ownership of the corporate assets, to the distribution of profits, and to the liquidation premium, subject to the creation of preferred shares. The shares are indivisible with regard to the Company, which only recognizes one owner for each share. Joint and several owners are required to be represented with respect to the Company by a single representative. In the event of the division of share ownership, the voting rights attached to shares belong to the beneficial owner at the Ordinary General Meetings, and to the legal owner at Extraordinary General Meetings.

The heirs, creditors, trustees, and assignees of a shareholder may not place liens on the property or securities of the Company, nor request their division, nor interfere in the administration of the Company in any way on any grounds whatsoever. In exercising their rights, they are required to refer to the corporate records and to the decisions of the Shareholders’ General Meeting. Whenever more than one share is required in order to exercise a particular right, specifically in the event of the exchange or allocation of securities as part of a transaction such as a consolidation or an increase or decrease in the share capital, either on a cash basis or via the incorporation of reserves, or of a merger or any other transaction, single shares or a number of shares that is lower than the number required do not entitle their owner to any rights over the Company. In this case, shareholders shall be personally responsible for purchasing, selling or assembling the number of shares or voting rights required. The Company monitors the composition of its ownership structure in the manner provided for by law. In this respect, the Company may avail itself of all legal provisions providing for the identification of the holders of shares conferring immediate or future voting rights in its Shareholders’ General Meetings.

9.3.4 – Amendment of the rights attached to shares

Where the Company’s articles of association do not specifically provide otherwise, any amendment of the rights attached to shares is subject to the provisions of applicable law.

9.3.5 – Shareholders’ General Meetings

R PARTICIPATION IN SHAREHOLDERS’ GENERAL MEETINGS

may, for any Shareholders’ General Meeting, shorten this period by way of a general decision for the benefit of all shareholders. In the event of a decision to this effect by the Board of Directors, mentioned in the notice of meeting, shareholders may, subject to the conditions and time limits provided by law and regulations, send their proxy form and remote voting form by any means of telecommunication, including electronic means, that allow their identification and whose nature and conditions are determined by current legislation. R CONVENING SHAREHOLDERS’ GENERAL MEETINGS Shareholders’ General Meetings are convened in accordance with the conditions laid down by law. Meetings are held at the registered office or at any other location in France or abroad, specified in the notice of meeting.

Subject to legal and regulatory restrictions, any shareholder has the right to attend Shareholders’ General Meetings and to participate in the deliberations, either personally or through a proxy, regardless of the number of shares held. The right to attend Shareholders’ General Meetings, in any form whatsoever, is conditional upon the accounting registration or book- entry transfer in the name of the shareholder or the authorized intermediary registered on his or her behalf, in the manner and within the time limits provided for in current legislation. Any shareholder wishing to vote remotely or by proxy must have filed a proxy voting form, remote voting form or equivalent single document at the registered office or at any other place indicated in the notice of meeting within the time limits and according to the conditions provided for in current legislation. The Board of Directors

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LEGRAND

REGISTRATION DOCUMENT 2018