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DOCUMENTS SPECIFIC TO THE SHAREHOLDERS’ GENERAL MEETING

162

LISI 2015 FINANCIAL REPORT

7

/

DRAFT RESOLUTIONS

ORDINARY GENERAL MEETING OF APRIL 27, 2016

AGENDA

–– Review and approval of the annual financial statements for

the period ended December 31, 2015;

–– Approval of consolidated financial statements for the

period ended December 31, 2015;

–– Approval of the conventions covered by Articles L. 225-38 et

seq. of the French Commercial Code;

–– Discharge to the Directors and Auditors;

–– Appropriation of earnings;

–– Determination of directors’ fees;

–– Opinion regarding the remuneration paid to the Chairman

and CEO for the year ended December 31, 2015;

–– Opinion regarding the remuneration paid to the Vice-

Chairman and Deputy Chief Executive Officer for the year

ended December 31, 2015;

–– Authorization for the Company to repurchase its own

shares;

–– Powers;

–– Miscellaneous questions.

DRAFT RESOLUTIONS

First resolution – Approval of corporate financial statements

Having listened to the reading of the Board of Directors’ report

and the Auditors’ general report, the Shareholders’ General

Meeting approves the annual financial statements established

as at December 31, 2015, as they are presented, with profits

of €30,037,487, as well as the transactions described in these

financial statements that are summarized in these reports.

In particular, the Shareholders’ General Meeting approves

the spending carried out over the last year in relation to the

transactions covered by Article 39-4 of the French General Tax

Code, which amounts to a total of €24,563.

Second resolution – Approval of consolidated financial statements

Having listened to the reading of Board of Directors’ report

and the Auditors’ general report, the Shareholders’ General

Meeting approves, as they are presented, the consolidated

financial statements set out in accordance with Article L. 233-16

et seq. of the French Commercial Code as at December 31, 2015,

showing profits of €81,764,220.

Third Resolution - Approval of the conventions covered by Article

L. 225-38 of the French Commercial Code

Having listened to the reading of the Auditors’ special report

on the conventions covered by Articles L. 225-38 of the

French Commercial Code, the Shareholders’ General Meeting

approves the sections indicated in this report.

Fourth resolution - Discharge to the Directors

The Shareholders’ General Meeting gives full discharge to the

Directors for their work for the financial year 2015, and to the

Auditors for their term of office.

Fifth resolution – Earnings appropriation

Acting on the proposal of the Board of Directors, the

Shareholders’ General Meeting has decided to allocate last

year’s profits as follows:

profits for the financial year of

€30,037,487

plus retained earnings in the amount of

€68,452,749

To give a total of

€98,490,236

constituting the distributable profit, which the Board of

Directors proposes to allocate as follows:

to the legal reserve

€3,656

as dividends to shareholders

€0.39

per share,

i.e. a total of to be paid on May 9, 2016

€21,069,311

remainder to be carried forward, for a total of

€77,417,269

it being understood that this amount will be

increased by the sum of the dividends payable

on the shares owned by the Company as of the

ex-dividend date.

The dividend for each share amounts to €0.39. The portion

of the dividend eligible for a tax rebate of 40% under Article

158-3-2° of the French General Tax Code is €0.39.

In addition, the Shareholders’ General Meeting acknowledges

that it has been apprised that the dividend payouts per share

for the last three years were as follows: