PSA - 2019 Universal Registration Document

INFORMATION ABOUT THE COMPANY AND ITS SHARE CAPITAL Information on Peugeot S.A.

EQUITY THRESHOLDS THAT MUST 7.1.5.2. BE DISCLOSED TOTHE COMPANY PER THE COMPANY BY-LAWS (Excerpt fromArticle 7of the Company by-laws) Apartfromthe dutyto notifythe Companyof shareownership,any individualor legal entitywho shouldpossessdirectlyor indirectlya numberof shares representinga fractionequal to or greater than 2% of the share capital or voting rights of the Companymust so informthe Companyin writing,withinfour tradingdays of crossing this threshold, stating the total number of shares and of voting rights in his, her or its possessionat the date of that declaration. Above the aforementionedthreshold of 2% the same duty to declarereferredto in the precedingparagraphshall apply,with the same time frame and in the same manner, each time another 1% thresholdin share capital or voting rights is crossed,and this shall includedeclarationthresholdsprovidedin law and regulations.For purposesof applyingthese provisions,the shares or voting rights possessed shall be the shares and voting rights listed in Article L. 233-9-I of the FrenchCommercial Code. Shoulda shareholderfail to performthis duty to informprovidedin the By-laws,that shareholderwill be deprivedof voting rights for those shares that exceed the fraction that ought to have been declared, if at the time of a Shareholders’General Meeting, the failure to declare having been noted, one or more shareholders holdingamongthemat least5% of the sharecapitalso requestand placethat requestin theminutesof thatmeeting.The loss of voting rightswill continuefor any Shareholders’Meetinghelduntila period of two years has expired from the time a proper declarationhas been made. There areno otherclausesin theBy-laws limiting voting rights.

GOVERNANCE

7.1.5.5.

(Articles 9 and10 of the Company by-laws) For any details concerning the management and supervisory bodies, please refer to Chapter 3 above.

SHAREHOLDERS’ MEETINGS

7.1.5.6.

(Summaryof Article 11of theCompanyby-laws) The specialguidelinesaboutthe participationof shareholders in the Shareholders’ Meetings are given in Article 11 of the Company by-laws,concerning Shareholders’ General Meetings. Meetings are held at the registeredoffice or at any other venue indicatedin theNoticeof meeting. Fully paid-upsharesregisteredin the name of the same holderfor at least two years shall carry doublevoting rights at Shareholders’ Meetings. Remote voting may be used in accordancewith the terms and conditions set down in the applicable laws andregulations. Shareholdersmaysendtheirproxyandpostalvotingformseitherin paper form or, by electronic communication,including via the Internet. The formalitiesfor attendingthe Shareholders’GeneralMeetingto be held on 25 June 2020 are set out in the Notice of meeting published at least 35 days before the meeting in the Bulletin d’Annonces Légales Obligatoires andon the Group’s website. Every shareholdermay attend the Shareholders’Meetings upon evidencethat his/hershares are held in a registeredaccountor in bearerformby an authorisedintermediaryat midnight(Paris time) of thesecond business dayprecedingthe meeting. Note that Internet voting has been arranged for the 2020 Shareholders’General Meeting.

IDENTITY OF SHAREHOLDERS

7.1.5.3.

(Article7 of the Company by-laws) The Companyis entitled,underthe applicablelaws and regulations, to request informationon the identity of the holders of securities granting immediate or future voting rights at its Shareholders’ Meetings and the number of voting rights held.

FINANCIAL YEAR

7.1.5.7.

(Summaryof Article 12of the Company by-laws) Each financialyear shall cover a 12-monthperiod commencingon 1 January andending on31 December. The distributableprofit as definedby law is at the disposalof the Shareholders’ General Meeting. Apart from exceptions resulting from the law, the Shareholders’General Meeting makes the final decisionas to itsappropriation.

RIGHTS, PREFERENCES 7.1.5.4. AND RESTRICTIONS ATTACHED TO EXISTING SHARES

(Article8 of the Company by-laws) In addition to the statutory voting rights attached to the shares, each shareentitlesits holderto a fractionalshareof the Company’s profits and liquidationsurplus equal to the fraction of the issued capitalrepresented by the share. All shares rank pari passu as regards taxation. As a result, they entitle their holders to the same net amount, based on their par value and cum-rightsdate, for any allocationor return of capital during the Company’s life orits liquidation.

297

GROUPE PSA - 2019 UNIVERSAL REGISTRATION DOCUMENT

Made with FlippingBook - professional solution for displaying marketing and sales documents online