Registration Document

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Combined Annual Shareholders’ Meeting, January 23, 2012
Resolutions submitted to the Combined Annual Shareholders’ Meeting of January 23, 2012 11
The Shareholders’ Meeting notes the Board of Directors’ summary of dividends paid by the Company in respect
of the last three fiscal years, as follows:
Fiscal 2010
(paid in 2011)
Fiscal 2009
(paid in 2010)
Fiscal 2008
(paid in 2009)
Dividend per share* €1.35 €1.27 €1.27
Total payout €208,024,389 €197,465,754 €196,566,626
* Dividend fully eligible for the 40% allowance applicable to individuals domiciled for tax purposes in France, as provided for in article 158-3 2° of the
French General Tax Code, unless they have opted for the flat-rate withholding tax permitted under article 117 quater of the French General Tax Code
for dividends received as from January 1, 2008.
Third resolution
(Approval of regulated agreements and commitments)
The Shareholders’ Meeting, having heard the
auditors’ special report on regulated agreements and
commitments under article L.225-40 of the French
Commercial Code, acknowledges the information
provided in this report and that no new agreement or
commitment subject to the terms of articles L.225-38
and L.225-42-1 of the French Commercial Code has
been entered into in the fiscal year ended August 31,
2011.
Fourth resolution
(Renewal of directorship of Bernard Bellon)
The Shareholders’ Meeting, noting that the
directorship of Bernard Bellon expires this day,
resolves to renew his directorship for a period
of three years ending at the close of the Ordinary
Shareholders’ Meeting of August 31, 2014.
Fifth resolution
(Renewal of the directorship of Sophie Clamens)
The Shareholders’ Meeting, noting that the
directorship of Sophie Clamens expires this day,
resolves to renew her directorship for a period
of three years ending at the close of the Ordinary
Shareholders’ Meeting of August 31, 2014.
Sixth resolution
(Renewal of the directorship of Nathalie Szabo)
The Shareholders’ Meeting, noting that the
directorship of Nathalie Szabo expires this day,
resolves to renew her directorship for a period
of three years ending at the close of the Ordinary
Shareholders’ Meeting of August 31, 2014.
Seventh resolution
(Election of Françoise Brougher to the Board)
The Shareholders’ Meeting elects Françoise Brougher
to the Board for a period of three years ending at
the close of the Ordinary Shareholders’ Meeting of
August 31, 2014.
Eighth resolution
(Directors’ fees for Fiscal 2012)
The Shareholders’ Meeting sets at 580,000 euro
the total amount of directors’ fees to be paid for
Fiscal 2012, with this amount remaining in affect
until such time as the Shareholder’s Meeting makes
a new decision.
The Shareholders’ Meeting resolves that the Board
of Directors shall determine the allocation and date
of payment of said directors’ fees at its discretion.
Sodexo Registration Document Fiscal 2011
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