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LISI 2016 FINANCIAL REPORT
ORDINARY GENERAL MEETING OF APRIL 25, 2017
of the competence of the Ordinary Shareholders’
General Meeting:
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review and approval of the annual financial statements for the period
ended December 31, 2016;
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approval of consolidated financial statements for the period ended
December 31, 2016;
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approval of the conventions covered by Articles L. 225-38
et seq
. of
the French Commercial Code;
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discharge to the Directors and Auditors;
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appropriation of earnings;
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appointment of a new female director;
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renewal of a director’s term of office;
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renewal of the mandate of the regular Auditors’ mandate;
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change of a regular Auditor;
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non renewal of the mandate of the alternate Auditors;
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approval of the principles and criteria for the determination,
breakdown and allocation of the components of the compensation
of the Chairman of the Board of Directors;
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–
approval of the principles and criteria for the determination,
breakdown and allocation of the components of the compensation
of the CEO;
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approval of the principles and criteria for the determination,
breakdown and allocation of the components of the compensation
of the Deputy CEO;
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authorization for the Company to repurchase its own shares;
of the competence of the extraordinary Shareholders’
General Meeting:
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–
authorization for the Board of Directors to issue shares for cash up
to a limit of €2 million (nominal + premium); without any preferential
subscription right;
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powers;
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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,
2016, as they are presented, with profits of €33,033,189 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 €24,818.
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, 2016, showing profits of €107,008,224.
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 2016, 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
€33,022,189
plus retained earnings in the amount of
€77,857,312
To give a total of
€110,879,501
constituting the distributable profit, which the Board of Directors
proposes to allocate as follows:
as dividends to shareholders
€0.45
per share,
i.e. the sum of
€24,310,744
to be paid on May 9, 2017
remainder to be carried forward, for a total of
€86,568,757
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 €0.45. The portion of the
dividend eligible for a tax rebate of 40% under Article 158-3-2° of the
French General Tax Code is €0.45.
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:
FINANCIAL YEAR ENDING
Dividend paid eligible for
the 40% abatement
31 décembre 2013*
€0.34
31 décembre 2014
€0.37
31 décembre 2015
€0.39
* after the 1:5 stock split
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DRAFT RESOLUTIONS
Documents specific to the Shareholders General Meeting
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