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DOCUMENTS SPECIFIC TO THE SHAREHOLDERS’ GENERAL MEETING
8
6.
I
DRAFT RESOLUTIONS
ORDINARY SHAREHOLDERS’ GENERAL MEETING OF APRIL 24, 2018
of the competence of the Ordinary Shareholders’ General Meeting
–
–
Review and approval of the Company financial statements for the
period ended December 31, 2017.
–
–
Approval of consolidated financial statements for the period ended
December 31, 2017.
–
–
Approval of the agreements set out in Articles L.225-38
et seq.
of
the French Commercial Code.
–
–
Discharge to the Directors and Auditors.
–
–
Appropriation of earnings.
–
–
Non-renewal of a director’s term of office.
–
–
Renewal of directors term of office.
–
–
Approval of the compensation to the Chairman of the Board of
Directors, the CEO and the Deputy CEO in respect of financial year
ended December 31, 2017.
–
–
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, the CEO and the Deputy
CEO.
–
–
Authorization for the Company to repurchase its own shares.
–
–
Approval of the transfer of the head office.
of the competence of the extraordinary Shareholders’ General
Meeting
–
–
Introduction of a dividend premium and consequential amendment
of the Articles of Association.
–
–
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 Company financial statements established as at December 31,
2017, as they are presented, with profits of €20,110,606 as well as the
transactions described in these financial statements or 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 €22,252.
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, 2017, showing profits of €107,965,404.
Third Resolution – Approval of the agreements set out in
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 2017, 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
€20,110,606
plus retained earnings in the amount of
€87,007,760
To give a total of
€107,118,366
constituting the distributable profit, which the Board of Directors
proposes to allocate as follows:
as dividends to shareholders
€0.48
per share,
i.e. the sum of
€25,931,460
to be paid on May 4, 2018
remainder to be carried forward, for a total of
€81,186,906
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 €0.48. The portion of the
dividend eligible for the tax rebate of 40% under Article 158-3-2° of
the French General Tax Code is €0.48.
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% rebate
December 31, 2014
€0.37
December 31, 2015
€0.39
December 31, 2016
€0.45
LISI 2017 FINANCIAL REPORT