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INFORMATION REGARDING THE COMPANY AND CORPORATE GOVERNANCE

119

LISI 2015 FINANCIAL REPORT

voting rights. At the same date, it held indirectly 16.52% of the

capital of LISI S.A., i.e. in total 16.62% of the capital.

■■

As at December 31, 2015, FFP Invest, a company based at 75

Avenue de la Grande Armée 75116 PARIS held 5.1% of the share

capital and 6.2% of voting rights. At the same date, it held

indirectly 13.86% of the capital of LISI S.A., i.e. in total 18.96%

of the capital.

■■

As at December 31, 2015, VMC, a company based at Route des

Forges 90120 MORVILLARS, held 5.7% of the capital of LISI

and 6.6% of voting rights. At the same date, it held indirectly

15.25% of the capital of LISI S.A., i.e. in total 20.95% 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 (see also 1.3.2).

The percentage of share capital held by staff members is not

significant (1.3% of the share capital).

1.3.1.2 Shareholders’ agreement - concerted actions

There is no shareholders’ agreement within LISI S.A. other than

that mentioned in paragraph 1.3.1.4, and no shareholders (other

than those listed in the above table) have reported that they

have breached the threshold of between 3% and 5%, as provided

for in the bylaws.

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 L. 233-10 and L. 233-11 of the French

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 commitments to retain shares

“Dutreil” agreement (Article 885 I of the French General Tax

Code) regarding LISI S.A. securities.

Under Article 885 I bis of the French General Tax Code

(“CGI”), a commitment 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

29,645,625 shares and 59,289,245 LISI S.A. voting rights, broken

down as follows:

Shares

% capital

Voting rights

% voting rights

CID

29,643,620

55.0%

59,287,240

69.60%

Mr. Gilles Kohler

1,000

< 0.01%

1,000

< 0.01%

Mr. Jean-Philippe Kohler

5

< 0.01%

5

< 0.01%

Mr. Emmanuel Viellard

1,000

< 0.01%

1,000

< 0.01%

Total

29,645,625

55.0% 59,289,245

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 French 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 is renewed by tacit consent from one year to

another as of December 19, 2012. This commitment involves

29,645,625 LISI S.A. shares and 59,289,245 voting rights, broken

down as follows:

Shares

% capital

Voting rights

% voting rights

CID

29,643,620

55.0%

59,287,240

69.60%

Mr. Gilles Kohler

1,000

< 0.01%

1,000

< 0.01%

Mr. Jean-Philippe Kohler

5

< 0.01%

5

< 0.01%

Mr. Emmanuel Viellard

1,000

< 0.01%

1,000

< 0.01%

Total

29,645,625

55.0% 59,289,245

69.60%