RUBIS - 2019 Universal Registration Document

7 GENERAL INFORMATION ABOUT RUBIS - Information regarding the corporate by-laws

7.1 Information regarding the corporate by-laws

7.1.1 CORPORATE NAME, REGISTERED

7.1.3 SHARE CAPITAL - RIGHTS AND OBLIGATIONS ATTACHED TO THE SHARES (ARTICLES 8, 14 AND 14 BIS OF THE BY-LAWS) 7.1.3.1 SHARE CAPITAL The share capital amounts to one hundred and twenty-five million two hundred and twenty-one thousand seven hundred and ninety (125,221,790) euros. It is divided into 100,171,624 ordinary shares, 2,086 Class A preferred shares and 3,722 Class B preferred shares, each with a par value of €1.25, fully paid up. The share capital may be increased or reduced in accordance with the provisions of the law and these by-laws. Preferred shares issued pursuant to Articles L. 228-11 et seq. of the French Commercial Code may be created under the legal and regulatory conditions, the specific rights of which are defined in these by-laws in Articles 14 bis , 33, 48 and 57. Several classes of preferred shares with different characteristics may be created, in particular with respect to (i) their issue date and (ii) their conversion period. Consequently, the corporate body deciding the preferred share issue shall amend this Article accordingly, so as to specify the designation and characteristics of such

issued class, including those referred to in (i) and (ii) above. 2,740 Class A preferred shares were issued on September 4, 2017 and 144 Class A p r e f e r e n c e s h a r e s we r e i s s u ed on September 2, 2019. The 2,884 Class A preferred shares may be converted, in whole or in part, by the beneficiaries and ultimately by the Company, as of September 2, 2019 and for a period of 6 months, into a maximum of 288,400 ordinary shares. 3,722 Class A preferred shares were issued on July 11, 2019. They may be converted for a period of 18 months from July 11, 2020 into a maximum number of 372,200 ordinary shares, depending on the level of achievement of the target AAORR, set at 10% by decision of the Board of Management on July 11, 2016. Each share of the same class entitles the holder to a share, proportional to the fraction of the share capital it represents, of the corporate assets, the liquidation surplus and the profits. All shares of the same class have the same par value and are fully fungible with each other, with the sole exception of the starting point of their dividend rights. A Limited Partner is liable for corporate liabilities up to the amount of the par value of the shares he owns. Ownership of a share automatically implies acceptance of these by-laws and the resolutions regularly adopted by the Shareholders’ Meeting. 7.1.3.2 RIGHTS AND OBLIGATIONS ATTACHED TO THE SHARES

OFFICE, TRADE AND COMPANIES REGISTER (ARTICLES 3 AND 4 OF THE BY-LAWS)

Rubis 46, rue Boissière, 75116 Paris (France) Tel.: +33 (0)1 44 17 95 95 Paris Trade and Companies Register (RCS) 784 393 530 LEI 969500MGFIKUGLTC9742 https://www.rubis.fr The information provided on the website does not form part of the prospectus.

7.1.2 DATE OF

INCORPORATION, DURATION AND FISCAL YEAR (ARTICLES 5 AND 53 OF THE BY-LAWS)

The Company was formed on July 21, 1900. Its current form was created from the merger, on June 30, 1992, of Rubis Investment & Cie and Compagnie de Penhoët. The Company’s duration extends until May 30, 2089, except in the event of early dissolution or further extension. Each fiscal year lasts 12 months, beginning on January 1 and ending on December 31.

208 i Rubis 2019 Universal Registration Document

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