14
I
LISI 2014FINANCIALREPORT
General informationregardingthecompany
1
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The Shareholders’ Meeting is composed of all the shareholders,
regardlessof thenumberof shares theyown, provided that the shares
are fullypaid-up. The right toattend inpersonor tobe representedby
proxy issubject:
1.For registeredshareholders, to the registrationof their shares inapure
oradministeredpersonalaccountat least5daysbefore thedateof the
Meeting;
2.Forholdersof bearer shares, if anyexist, to the submissionwithin the
same period of time, of a certificate established by the authorized
proxyacknowledging theunavailabilityof the shares registered in the
accountuntil thedateoftheMeeting.
However, theBoardofDirectorsmay, asageneral rule, reduceorwaive
thistimeperiod.
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TheMeetingsarechairedby theChairmanof theBoardofDirectorsor,
inhis absence, by theoldestDeputyChairman, or in theabsenceof a
DeputyChairman, by themost seniordirectorpresent at theMeeting.
Failingthis, theMeetingmayelect itsownChairman.
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Barringany legalorregulatorymeasurestothecontrary,eachmember
of the Shareholders’ Meeting is entitled to asmany share votes as he
owns or represents, both in his own name and as a proxy, without
limitation. However, certain shares have double the voting rights of
other shares in viewof theproportionof share capital they represent,
namely:
1.All fullypaid-upshares registered in thenameof thesameshareholder
forat least four (4)years;
2.All shares allocated freeof charge to shareholders aspart of a capital
increase carried out through the incorporation of reserves, profits or
issuepremiums,uptothenumberofexistingshares forwhichtheyare
entitledtosuchdoublevotingrights.
Double-voting rights cease to apply once the shares change hands.
However, theaforementioned timeperiod isnot interruptedanddouble
voting rights still apply in the event that transfers occur as a result of
inheritance, liquidation of community property between spouses or
donations inter vivos to a partner or family relationwho is entitled to
inheritancerights.
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In the event that shareholders vote by proxy, only those proxy votes
thathavearrivedat thecompanyat least3daysprior to thedateof the
Shareholders’Meetingwillbecounted.
Moreover, the attendance of a shareholder at the Annual General
Meeting shall consequently render null and void thepostal voteand/or
the formof proxywhich said shareholdermayhave,whereappropriate,
sent to the company; the shareholder’s presence shall override any
other formof participationwhichhemayhavepreviously chosen. If the
shareholder is not present at themeeting, his power of attorney is only
taken intoconsiderationwithrespecttothevotescast inhisproxyvoting
form, ifonehasbeensubmitted.
Article9–DisclosureRequirements
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Shares are freely tradable in the absence of any legal or regulatory
provisionstothecontrary.
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Sharesaredeliveredbytransfer fromoneaccounttoanotheraccording
tothetermsandconditionsset forthbyregulations.
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Thecompany’ssharesare indivisible.
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If a specificquantityof existing shares is required for a shareholder to
exerciserights,or ifexistingsharesareexchangedor issuedwhichgrant
the right toanewshare in return for the redemptionofseveralexisting
shares, any odd-lot shares or shares that fall short of the minimum
number requiredwillnotprovideshareholderswith rightsvis-à-vis the
company,as it isup to theshareholders togather the requirednumber
ofsharesand, ifpossible, tobuyorsell therequirednumberofshares.
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Without prejudice to the provisions covered in article 356-1 of law
no. 66-537 of July 24, 1966, any personwho owns or acquires at least
3%of share capital either directly or indirectly, as set forthunder the
provisionsof saidarticle 356-1,must report the total number of shares
that heowns by recordeddeliverywith confirmationof receipt to the
company’s registeredofficewithin 15 days of this 3% thresholdbeing
exceeded.
Shareholders arealso required to inform the companywithin the same
timeperiodshouldtheirstakedipbelowtheaforementionedthresholds.
Intheeventthatbeneficialshareownership isnotreported inaccordance
with the aforementioned procedures, the shares that exceed the
reportingthresholdshallbedeprivedofvotingrightsforallShareholders’
Meetings held within a period of up to 3 months after the date the
declaration of beneficial ownership is finallymade in accordancewith
theproperprocedures, byoneormore shareholderswho jointlyownat
least5%ofsharecapital,as recorded in theminutesof theShareholders’
GeneralMeeting.
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Consultationofcorporatedocuments
The corporatedocumentspertaining toLISI S.A. (by-laws, Shareholders’
GeneralMeeting reports, Auditors’ reports andall documents available
to shareholders) canbe viewedupon request at the corporation’s head
office at the following address: Société LISI S.A., Le Millenium, 18 rue
AlbertCamus,CS70431,90008BELFORTCedex.
