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Registration Document BOUYGUES

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4<br />

Legal and financial<br />

information<br />

Stock market information<br />

occasional access to inside information is prohibited<br />

from trading in the company’s shares. This<br />

calendar is posted on the corporate intranet no<br />

later than the start of the year to which it relates. It<br />

is also sent annually to all persons on the insider<br />

list, with a letter reminding them of their obligation<br />

to refrain from trading during these periods.<br />

The closed periods calendar can be consulted<br />

on the corporate intranet at any time by those<br />

concerned.<br />

Directors, corporate officers and equivalents are<br />

also sent a reminder by e-mail before the start of<br />

each closed period.<br />

In line with AMF recommendations, the closed<br />

periods are:<br />

> the 30 calendar days preceding publication<br />

of the full-year, first-half and quarterly financial<br />

statements of Bouygues, plus the date of publication;<br />

> the 15 calendar days preceding publication of<br />

quarterly sales figures, plus the date of publication;<br />

> any period during which the person concerned<br />

has inside information, plus the date of publication<br />

of such information.<br />

Under Article L.225-197-1 of the French<br />

Commercial Code, any shares allotted free of<br />

consideration (which does not currently apply to<br />

Bouygues) may not be sold:<br />

> during the ten trading days following publication<br />

of the consolidated financial statements;<br />

> during the ten trading days following publication<br />

of inside information.<br />

3.5 Transactions in<br />

Bouygues shares by<br />

directors, corporate officers<br />

and persons referred to<br />

in Article L. 621-18-2 of<br />

the Monetary and Financial<br />

Code<br />

Under Article L.621-18-2 of the French Monetary<br />

and Financial Code and Article 223-22 of the AMF<br />

General Regulation, directors and corporate officers<br />

are required to file an electronic declaration<br />

with the AMF if they acquire, sell, subscribe for or<br />

exchange shares of the company in which they<br />

hold office, or in related financial instruments. This<br />

declaration must be filed within the five trading<br />

days following the transaction. Under Article 223-<br />

23 of the AMF General Regulation, transactions of<br />

a cumulative amount of no more than €5,000 in the<br />

current calendar year do not have to be disclosed.<br />

This declaration obligation applies to directors<br />

and corporate officers, and to any person within<br />

the company who has the power to make decisions<br />

regarding the company’s development and<br />

strategy and has access to inside information. it<br />

also applies to people with close personal links<br />

to such persons.<br />

Article 223-24 of the AMF General Regulation<br />

requires listed companies to keep an up-to-date<br />

list of persons equivalent to directors and corporate<br />

officers, and to communicate this list to the AMF<br />

and to the persons concerned.<br />

Each person concerned is informed by registered<br />

letter with acknowledgment of receipt that they are<br />

on the list, of the rules that apply to the holding,<br />

disclosure and use of inside information, and of the<br />

penalties for violations of such rules.<br />

Whenever the list is updated, the new list is sent to<br />

the AMF by e-mail. It is retained by the company<br />

for the five-year period required under the AMF<br />

General Regulation.<br />

If a person is removed from the list, he or she<br />

is informed of the fact by registered letter with<br />

acknowledgment of receipt.<br />

The table below discloses details of transactions<br />

carried out by directors, corporate officers or<br />

equivalent persons during 2011, as required by<br />

Article 223-26 of the AMF General Regulation.<br />

Person involved<br />

Philippe Bonnave<br />

Olivier Bouygues<br />

Éric Guillemin<br />

Olivier Roussat<br />

Transaction<br />

carried out<br />

In a personal<br />

capacity<br />

In a personal<br />

capacity<br />

In a personal<br />

capacity<br />

In a personal<br />

capacity<br />

Nature of<br />

transaction<br />

Exercise<br />

of options<br />

Exercise<br />

of options<br />

Exercise<br />

of options<br />

Exercise<br />

of options<br />

Number of<br />

transactions<br />

Number of<br />

shares<br />

Amount<br />

(€)<br />

1 12,946 325,591.90<br />

1 117,690 2,959,903.50<br />

1 5,885 148,007.75<br />

1<br />

1<br />

4,708<br />

4,708<br />

118,406.20<br />

153,574.96<br />

Since 2005, Bouygues has kept such a list, which<br />

it communicates simultaneously to the persons<br />

concerned and to the AMF.<br />

<strong>BOUYGUES</strong> • 2011 <strong>Registration</strong> <strong>Document</strong> • LEGAL AND FINANCIAL INFORMATION • 203

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