MICHELIN - 2008 ANNUAL REPORT
MICHELIN - 2008 ANNUAL REPORT
MICHELIN - 2008 ANNUAL REPORT
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GRANTED BY THE JOINT SHAREHOLDERS MEETING OF MAY 16, <strong>2008</strong><br />
Issues with pre-emptive rights<br />
Operations / Securities concerned Resolution N° Term of mandate (expiry) Maximum amount of the issue on the basis<br />
of a EUR 45 share price (in euros)<br />
Maximum nominal amount<br />
of capital increase (in euros)<br />
Used in the financial<br />
year<br />
Capital increase (ordinary shares and securities<br />
giving access to capital)<br />
11 th 26 months (July 2010) 2.25 billion<br />
(ordinary shares)<br />
100 million (1) (2) or 35% of<br />
current issued capital<br />
None<br />
Capital increase through incorporation of<br />
reserves<br />
1 billion (3)<br />
None<br />
(securities giving access to capital)<br />
15 th 26 months (July 2010) 1.8 billion 80 million None<br />
(1) EUR 100 million capping of global nominal amount of capital increase for operations authorized under the 11 th , 12 th and 16 th resolution (20 th resolution).<br />
(2) Amount that can be raised by a maximum of 15% in the event of excess demand and subject to the respective ceilings set in the 11th and 12th resolutions (13 th resolution).<br />
(3) EUR 2 billion capping of global nominal amount for all bond or debt issues giving access to capital or not, authorized by the 10t th , 11 th , 12 th and 17 th resolutions (20 th resolution).<br />
Issues without pre-emptive rights<br />
Operations / Securities concerned Resolution N° Term of mandate (expiry) Maximum amount of the issue on the Maximum nominal amount<br />
basis of a EUR 45 share price (in euros) of capital increase (in euros)<br />
Used in the financial<br />
year<br />
Capital increase (ordinary shares and securities giving<br />
access to capital)<br />
12 th 26 months (July 2010) 1.283 billion<br />
(ordinary shares)<br />
57 million (1) (2) (3) (or 20% of<br />
current issued capital)<br />
None<br />
700 million (4)<br />
(securities giving access to capital)<br />
None<br />
Capital increase (ordinary shares) to remunerate<br />
share contributions in the event of public exchange<br />
offerings or contributions in kind<br />
16 th 26 months (July 2010) 1.283 billion 57 million (5) None<br />
(1) EUR 100 million capping of global nominal amount of capital increase for operations authorized under the 11 th , 12 th and 16 th resolutions (20 th resolution).<br />
(2) Amount that can be raised by a maximum of 15% in the event of excess demand and subject to the respective ceilings set in the 11 th and 12 th resolutions (13 th resolution).<br />
(3) With the authorization to freely determine the issuing price of ordinary shares, capped at 10% of the Company’s capital per year (14 th resolution).<br />
(4) EUR 2 billion capping of global nominal amount for all bond or debt issues giving access to capital or not, authorized by the 10 th , 11 th , 12 th and 17 th resolutions (20 th resolution).<br />
(5) Amount to be included in the calculation of the overall maximum amount of capital increase authorized under the 12 th resolution.<br />
Issues reserved to employees<br />
Operations / Securities concerned Resolution N° Term of mandate (expiry) Limits Used in the financial<br />
year<br />
Free (ordinary) share allocations 18 th 38 months (July 2011) capped at 0.5% of capital None<br />
Capital increase (ordinary shares) 19 th 26 months (July 2010) capped at 2% of current issued capital None<br />
186 <strong>2008</strong> Michelin Annual Report