Registration Document
Registration Document
Registration Document
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P ◀ CONTENTS ▶<br />
1.6 <strong>Registration</strong><br />
Sodexo is registered in the Nanterre Register of<br />
Commerce and Companies as no. 301 940 219.<br />
1.7 Business identifier code<br />
(APE code)<br />
5629B.<br />
1.8 Consultation of legal documents<br />
<strong>Document</strong>s relating to the Company which are<br />
required to be made available to the public (bylaws,<br />
reports and other documents, historical individual<br />
company and consolidated financial information<br />
for each of the two fiscal years preceding the date<br />
of this <strong>Registration</strong> <strong>Document</strong>) are available on our<br />
website www.sodexo.com and may also be consulted<br />
at our registered offices at 255, quai de la Bataille<br />
de Stalingrad – 92130 Issy-les-Moulineaux, France,<br />
preferably by appointment.<br />
1.9 Material contracts<br />
During the last two years, the Company has not<br />
entered into any material contracts, other than those<br />
signed in the ordinary course of business, creating<br />
a material obligation or commitment for the entire<br />
Group.<br />
1.10 Fiscal year (article 17<br />
of the bylaws)<br />
“The fiscal year commences on September 1 of each<br />
year and ends on August 31 of the following year.”<br />
1.11 Appropriation of earnings<br />
(excerpt from article 18<br />
of the bylaws)<br />
“(...) 2. The first appropriation of net income, net of<br />
any accumulated losses from prior periods, must be<br />
an amount of at least 5% of net income to establish<br />
the reserve fund required by law. This appropriation<br />
ceases to be obligatory once this reserve fund is<br />
equal to one-tenth of the issued capital, but must<br />
be resumed if for any reason the reserve falls below<br />
one-tenth of the issued capital.<br />
3. Distributable earnings comprise net income for the<br />
fiscal year, minus any accumulated losses brought<br />
forward and any transfer to the legal reserve, plus<br />
any retained earnings brought forward.<br />
Legal Information 08<br />
General Information about Sodexo and its Issued Capital<br />
Distributable earnings are appropriated in the<br />
following order:<br />
a) any sum that the Ordinary Shareholders’ Meeting,<br />
on the proposal of the Board of Directors, decides to<br />
carry forward as retained earnings or to appropriate<br />
to the creation of an extraordinary reserve fund,<br />
contingency fund or other fund, whether or not<br />
created for a specific purpose;<br />
b) the surplus is distributed among all of the<br />
shareholders, each share entitling its holder to an<br />
equal share of the profit. However, shareholders able<br />
to show that they have been a registered shareholder<br />
for at least four years as of the balance sheet date, and<br />
who remain registered at the dividend date related<br />
to the said fiscal year, are entitled to a dividend<br />
premium on the shares so registered, equal to 10%<br />
of the dividend paid on the other shares, the resulting<br />
dividend premium being round down to the nearest<br />
euro cent where appropriate.<br />
Similarly, shareholders able to show that they have<br />
been a registered shareholder for at least four years as<br />
of the balance sheet date, and who remain registered<br />
at the date of a capital increase by capitalization of<br />
reserves, income or share premiums, by distribution<br />
of bonus shares, are entitled to supplementary bonus<br />
shares equal to 10% of those to be distributed. In<br />
the case of odd lots, the number of supplementary<br />
shares will be rounded down to the nearest unit.<br />
The resulting new shares will qualify for the same<br />
treatment as the old shares from which they are<br />
derived for the purposes of calculating rights to the<br />
dividend premium and to receive supplementary<br />
bonus shares.<br />
The number of shares upon which a single shareholder<br />
shall be eligible for these dividend premiums or<br />
supplementary bonus shares may not exceed 0.5%<br />
of the share capital.<br />
The foregoing terms and conditions will apply for<br />
the first time to payment of the dividend payable for<br />
the fiscal year ended August 31, 2013 (to be set by<br />
the Ordinary Shareholders’ Meeting expected to be<br />
called in January 2014).”<br />
1.12 Shareholders’ Meetings (excerpt<br />
from article 16 of the bylaws)<br />
“1. General Shareholders’ Meetings are called and<br />
deliberate on the terms stipulated by the law. They<br />
are held at the registered office or at any other place<br />
specified in the notice of the meeting.<br />
Sodexo <strong>Registration</strong> <strong>Document</strong> Fiscal 2011<br />
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