LOREAL_Registration_Document_2017
6 Stock Market Information Share capital INFORMATION CONCERNING THE SHARE CAPITAL*
STATUTORY SHARE OWNERSHIP 6.1.12. THRESHOLD “Any holder, whether direct or indirect, of a fraction of the Company’s share capital equal to 1%, or a multiple of this percentage lower than 5%, is required to inform the Company within a period of fifteen days in the event that these thresholds have been passed in either direction” (Article 7, paragraph 2 of the Articles of Association). This provision of the Articles of Association supplements the legal requirements covering disclosures concerning the crossing, upwards or downwards, of thresholds relating to one-twentieth, one-tenth, three-twentieths, one-fifth, one-quarter, three-tenths, one-third, one-half, two-thirds, eighteen-twentieths or nineteen-twentieths of share capital or of voting rights” (Article L. 233-7 of the French Commercial Code). “If not disclosed in accordance with the conditions stipulated by law or by the Articles of Association, shares exceeding the fraction which should have been disclosed are deprived of voting rights at Shareholders’ Meetings, in accordance with the conditions stipulated in the French Commercial Code, if during a meeting the failure to disclose is noted, and if one or more shareholders together holding at least 5% of the share capital so request during the meeting” (Article 7, paragraph 3 of the Articles of Association). It is proposed that the Annual General Meeting of 17 April 2018 update the statutory provisions in order to align the regime for declarations of threshold crossing in the Company's Articles of Association with the regime provided for by the French Commercial Code. See chapter 7, resolution no.18. See the complete text of the Company’s Articles of Association on the www.loreal-finance.com website, “Financial information” section.
increase in capital carried out through capitalisation of reserves, profits or share premiums by the distribution of bonus shares, shall be entitled to an increase in the number of bonus shares to be distributed to him, equal to 10%, this number being rounded down to the nearest lower unit in the event of fractional share rights. The new shares created in this manner will be identical, for the purposes of calculating the rights to the preferential dividend and to the increased share allocations, to the old shares from which they result. The number of shares eligible for these preferential dividends may not exceed 0.5% of the share capital at the closing date of the past financial year, for the same shareholder. The losses (if any) shall be charged to the retained B. earnings from preceding financial years or to the reserve funds, and the balance shall be booked into a special ‘carry forward’ account.” ANNUAL GENERAL MEETING 6.1.11. Annual General Meetings are governed by all the legal provisions and regulations laid down in this connection. It is specified that, in accordance with Article 12 of the Company’s Articles of Association, if the Board of Directors decides when the General Meeting is called, any shareholder may take part in the meeting by videoconference or by any other telecommunication or remote transmission means including the Internet, under the conditions stipulated by the applicable regulations at the time it is used. If this decision is taken, it is communicated in the meeting notice published in the Bulletin des Annonces Légales Obligatoires (B.A.L.O). Since the Annual General Meeting of 29 April 2004, double voting rights have been eliminated. Applying the provisions of French law No. 2014-384 of 29 March 2014, the Annual General Meeting of 22 April 2015 confirmed that each share entitles the holder to only one vote at General Meetings.
INFORMATION CONCERNING THESHARECAPITAL* 6.2.
STATUTORY REQUIREMENTS GOVERNING CHANGES IN THE SHARE CAPITAL AND 6.2.1. SHAREHOLDERS’ RIGHTS * None. ISSUED SHARE CAPITAL AND AUTHORISED UNISSUED SHARE CAPITAL 6.2.2. The share capital amounted to €112,103,817.60 at 31 December 2017. It was divided into 560,519,088 shares with a par value of €0.20 each, all of the same class and ranking pari passu . French Commercial Code) the currently valid authorisations granted to the Board of Directors by the Annual General Meeting of shareholders concerning the capital. It shows the use made of such authorisations over the financial year and presents the authorisations which are to be put to the vote at The table set out below which summarises (particularly in the Annual General Meeting on 17 April 2018. application of Articles L. 225-129-1 and L. 225-129-2 of the This information forms an integral part of the Annual Financial Report as provided in Article L. 451-1-2 of the French Monetary and Financial Code. *
REGISTRATION DOCUMENT / L'ORÉAL 2017
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