Form 20-F 2005
Form 20-F 2005
Form 20-F 2005
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Employee and Director share ownership<br />
Director and Executive share ownership<br />
The table below lists, to the best of our knowledge, the total number of shares owned by the members of our Board of Directors<br />
and by the General Management Committee (as a group) as of December 31, <strong>20</strong>05.<br />
Identity of person or group<br />
At December 31, <strong>20</strong>05<br />
Shares<br />
Percentage of class<br />
Yves René Nanot 131,250<br />
*<br />
Jean-Pierre Clamadieu 46,451 (1) *<br />
Aldo Cardoso 1,875<br />
*<br />
Pascal Colombani 1,875<br />
*<br />
Jérôme Contamine 18,750<br />
*<br />
Michel de Fabiani 38,232<br />
*<br />
Jacques Kheliff 17,066<br />
*<br />
Olivier Legrain 24,368<br />
*<br />
Pierre Lévi 51,342<br />
Francis Mer 186<br />
*<br />
Hubertus Sulkowski 44,435<br />
*<br />
* Less than 5%.<br />
(1) Mr. Jean-Pierre Clamadieu holds 96,922 shares of the funds FCPE “Actions Rhodia” and “PELT Actions Rhodia” pursuant to an employee share scheme,<br />
which correspond to a similar number of shares in Rhodia.<br />
We do not report the individual shareholdings of General Management Committee members. To the best of our knowledge,<br />
the individual amount held by any member of this group is less than 1% of our share capital, including any shares held indirectly.<br />
Employees may participate in profit-sharing plans based on performance criteria for their business and a mutualization on a Group<br />
level. We believe participation increases individual incentives and cohesion of our shareholders.<br />
As of December 31, <strong>20</strong>05, our employees held 15,049,102 shares through employee plans corresponding to 1.28% of our shares<br />
and voting rights.<br />
Our rules of governance prohibit Directors and Executive Officers from selling their shares for a period of 60 days following the<br />
publishing of our annual, half-year and quarterly results or if they have benefited from privileged information during this period.<br />
Pursuant to French law, we must declare transactions in our securities carried out by Directors, the Chief Executive Director and<br />
the Designated Executive Officer (from January 1 through June 23, <strong>20</strong>05) to the extent the aggregated amount of the transactions<br />
by each of such persons exceeds €5,000 per year. The following transactions were declared in <strong>20</strong>05:<br />
Mr. Clamadieu’s purchase of 2,800 shares on December 21, <strong>20</strong>04 at €1.66 per share.<br />
Mr. Clamadieu’s sale of 10,850 shares and purchase of <strong>20</strong>,000 shares at a price of €1.43 per share on June 29, <strong>20</strong>05.<br />
Mr. Sulkowski’s sale and purchase (transfer into a securities savings account (Plan d’Epargne d’Actions)), of 9,000 shares<br />
at €1.63 per share on December 1, <strong>20</strong>05.<br />
In the context of a capital increase, the following shareholders exercised their preferential rights to purchase new<br />
shares that were introduced on December <strong>20</strong>, <strong>20</strong>05, at €1.10 per share: 875 shares, Mr. Cardoso; 21,677 shares,<br />
Mr. Clamadieu; 875 shares, Mr. Colombani; 7,000 shares, Mr. Contamine; 17,843 shares, Mr. de Fabiani; 7,966 shares,<br />
Mr. Kheliff; 11,368 shares, Mr. Legrain; <strong>20</strong>,7<strong>20</strong> shares, Mr. Lévi; 86 shares, Mr. Mer; 61,250 shares, Mr. Nanot; and<br />
<strong>20</strong>,734 shares, Mr. Sulkowski.<br />
74 <strong>Form</strong> <strong>20</strong> - F <strong>20</strong>05 - Rhodia