LISI 2016 FINANCIAL REPORT
113
1.3.1.4 Collective commitments to retain shares
“Dutreil” agreement (Article 885 I bis 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 consent
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:
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
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
two years.
ON the date of this document, these commitments made under
Article 885 I bis and Article 787 B of the French General Tax Code
have been kept.
It is also stated that CIKO holds 48,030 CID shares for a total value
amounting to 159,495 shares at December 31, 2016.
1.3.2
I
LISI S.A. shareholding
The latest TPI analysis (“Identifiable bearer security”), conducted on
February 13, 2017 enabled 4,174 shareholders to be identified.
Their breakdown is the following:
–
–
reference shareholders: 68.1% of the share capital
–
–
floating capital: 31.9% of the share capital of which 31.4%
corresponding to 3,920 identified shareholders broken down as
follows:
–
–
French institutional investors: 207 holding 11.6% of the share capital;
Under Article 787 B of the French General Tax Code (“CGI”), a
commitment to retain shares was subscribed for a period of two years
and one day from July 5, 2016 by
Compagnie Industrielle de Delle
(“CID”), Mr. Gilles Kohler, Mr. Jean-Philippe Kohler and Mr. Emmanuel
Viellard. The term of this commitment is firm and will therefore mature
on July 4, 2018. This commitment involves 29,645,620 shares and
59,291,240 LISI S.A. voting rights, broken down as follows:
–
–
international institutional investors: 61 holding 16.8% of the share
capital;
–
–
French and international individual shareholders: 3,652 holding 1.7%
of the share capital;
–
–
“LISI en actions” Group Savings Plan (PEG): 1.3% of the share capital
(representing 2,260 members).
1.3.3
I
LISI S.A. treasury shares
AS at December 31, 2016, LISI S.A. held 1,119,422 of its own shares,
or 2.1% of the share capital. No shares were cancelled. These shares
are primarily intended to be used in the form of performance shares,
as described in paragraph 2.7.2.2.
1.4
I
RELATIONSHIP BETWEEN THE COMPANY
AND ITS SUBSIDIARIES
LISI S.A. operates as a holding and support company for its subsidiaries.
It manages its portfolio of interests, the funding of its operations and
those of its subsidiaries, as well as exchange rate, interest rate and
liquidity risks. If necessary, it can also grant loans to its subsidiaries
and centralize the Group’s cash flow surpluses, within the scope of a
cash management agreement. These operations are charged at the
market price plus a margin.
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%
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
1,000
< 0.01%
1,000
< 0.01%
Mr. Emmanuel VIELLARD
1,000
< 0.01%
1,000
< 0.01%
TOTAL
29,646,620
55.0%
59,291,240
69.60%
Information regarding the company and corporate governance
7