LISI 2012 FINANCIAL REPORT
113
7
Information regarding the Company and corporate governance
– The sole activity of CIKO, 28 faubourg de Belfort 90100 DELLE
is the ownership of LISI and CID shares. At December 31, 2012,
it holds directly: 0.2% of the share capital and 0.3% of the
voting rights. At the same date, it holds indirectly 16.56% of
the capital of LISI S.A., being a total of 16.76% of the capital.
To the company’s knowledge, no other shareholders hold more
than 3% of share capital or voting rights, be it directly, indirectly
or jointly.
The percentage of share capital held by staff members is not
significant (1.4% of the share capital).
1.3.1.2 Shareholders’ agreement - Acting in concert
There are no shareholders agreements at LISI S.A., and no
shareholders (other than those listed in the above chart) have
represented that they have breached the threshold of between
3% and 5%, as provided for in the by-laws.
To the best of LISI’s knowledge, on the date on which this
document was drafted, there exists no action in concert, as
defined in articles L233-10 and L233-11 of the commercial code.
1.3.1.3 Pledging
To the company’s knowledge, no pure registered shares have
been pledged as collateral.
1.3.1.4 Collective retention commitments
"Dutreil" agreement (article 885 I of the General Tax
Code) regarding LISI S.A. securities
UnderArticle885oftheGeneralTaxCode("CGI"),acommitment
to retain shares was subscribed for a period of two years and
one day from December 17, 2010 by Compagnie Industrielle
de Delle ("CID"), Mr. Gilles Kohler, Mr. Jean-Philippe Kohler and
Mr. Emmanuel Viellard. This commitment is renewed by tacit
agreement from one year to another as of December 19, 2012.
This commitment involves 5,929,125 shares and 11,857,849 LISI
S.A. voting rights, broken down as follows:
Shares
% capital
Voting rights
% voting rights
CID
5,928,724
55.0%
11,857,448
69.60%
Mr. Gilles Kohler
200
0.00%
200
0.00%
Mr. Jean-Philippe Kohler
1
0.00%
1
0.00%
Mr. Emmanuel Viellard
200
0.00%
200
0.00%
Total
5,929,125
55.0%
11,857,849
69.60%
So as to be able to benefit from the tax break as regards
Solidarity Tax on Wealth, the Compagnie Industrielle de Delle,
Mr. Gilles Kohler, Mr. Jean-Philippe Kohler and Mr. Emmanuel
Viellard have individually made a commitment to keep their
shares in LISI S.A. for a period of four years, on the expiry of
the two-year retention period stipulated in the collective
commitment.
"Jacob" agreement (article 787 B of the General Tax
Code) regarding LISI S.A. securities
Under Article 787 B of the General Tax Code ("CGI"), a
commitment to retain shares was subscribed from December
17, 2010 for a period of two years and one day by Compagnie
Industrielle de Delle ("CID"), Mr. Gilles Kohler, Mr. Jean-Philippe
Kohler and Mr. Emmanuel Viellard. This commitment involves
5,929,125 shares and 11,857,849 LISI S.A. voting rights, broken
down as follows:
Shares
% capital
Voting rights
% voting rights
CID
5,928,724
55.0%
11,857,448
69.60%
Mr. Gilles Kohler
200
0.0%
200
0.00%
Mr. Jean-Philippe Kohler
1
0.0%
1
0.00%
Mr. Emmanuel Viellard
200
0.0%
200
0.00%
Total
5,929,125
55.0%
11,857,849
69.60%
So as to be able to benefit from the tax break as regards
inheritance and gift tax, the Compagnie Industrielle de Delle,
Mr. Gilles Kohler, Mr. Jean-Philippe Kohler and Mr. Emmanuel
Viellard have individually made a commitment to keep their
shares in LISI S.A. for a period of four years. At the end of the
two-year retention period, the commitment will be tacitly
