6 - Vicat

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20information on the assets and liabilities,financial position and income statements of the issuer20Financial20.7. significant changes to the financial or commercial situationsought a means to rationalize the conditions ofsupply of cement to the island. They had to makesignificant efforts to maintain continuous and regularsupplies of cement meeting French standards toCorsica, without a rise in the cost of transport forthe dealers, thus allowing unchanged cement sellingprices despite the withdrawal of a significant Statesubsidy.During the period in question, foreign imports toCorsica grew by almost 50 %. Consequently, theCompany considers that the Commission did notestablish that this scheme prevented dealers frombeing supplied with cement from abroad, which doesnot, in any case, offer the guarantees of continuity ofsupply and compliance with the standards requiredin the majority of construction works contracts.The Company is thus surprised to be fined inconsideration of a legal argument which it alsoconsiders runs counter to the work undertaken bythe European Commission as regards reform ofcompetition law in recent years.Under a judgment of May 6, 2008, the Paris Courtof Appeal overturned the deferred decision of theCompetition Commission, but only in respect ofthe amount of the fines imposed, and in particularreduced the amount of the fine imposed on theCompany to € 4.5 million.Under a judgment of July 7, 2009, the CommercialDivision of the Cour de Cassation (SupremeCourt of Appeal) ruled that the Court of Appealhad not justified its judgment in law “since it hadnot investigated if, in the absence of agreementsconcluded with their customers, the companiesLafarge and <strong>Vicat</strong>, would have been able to acton the market in question to a significant extentindependently of their competitors, their customersand the consumers”. Consequently, the Cour deCassation quashed and partially annulled thejudgment of May 6, 2008, and sent the parties backto the Paris Court of Appeal, differently constituted.On the basis of the decisions of the Court of Appeal,the € 8 million provision made in 2007 was reduced to€ 4.5 million in the financial statements for the yearended December 31, 2008 and retained at thislevel in the financial statements for the year endedDecember 31, 2010.20.6.3. Disputes relating to operating licensesSome environmental protection associationsregularly file contentious civil actions with a view toobtaining the cancellation of permits or operatinglicenses granted by the prefecture. The Company,in all cases, organizes its defense and files newapplications for operating licenses or permits toensure normal supply to its factories.Other than the disputes described above, there areno government, judicial or arbitration proceedingsof which the Group is aware, which are in abeyanceor with which it, or any proportionally consolidatedsubsidiary, is threatened, which may have or havehad in the past 12 months a material adverse effecton its activity, its financial position or its income. (1)20.7. Significant changesto the financial orcommercial situationTo the knowledge of the Company, there has beenno significant change to the Company’s financial orcommercial position since December 31, 2010.On referral, the Paris Court of Appeal concludedin a judgment of April 15, 2010 that there was nocollective dominant position on the Corsican market.As the referral Court, nevertheless, decided to retainthe fines imposed on the Company, after havingconcluded that at least one of the offences wasunfounded, a new appeal has been allowed.(1)Excluding any subsidiaries consolidated by the equity method.186 VICAT 2010 registration document
21ADDItIonALInFoRMAtIon21.1. Share capital 18821.1.1. issued share capital and numberof shares for each class 18821.1.2. authorised but unissued share capital 18821.1.3. shares held by the companyor for its account 18821.1.4. other securities giving access to the capital 18921.1.5. share subscription and purchase options 18921.1.6. changes to the share capitalduring the last three years 18921.1.7. securities not representative of the capital 18921.1.8. changes to the share price 19021.2. constitutional documents and by-laws 19021.2.1. corporate purpose 19021.2.2. Provisions concerning members of the company’sadministration and management bodies 19021.2.3. rights, privileges and restrictionsattached to the shares 19221.2.4. Procedures for modifying the rights of theshareholders 19321.2.5. general meetings 19321.2.6. Provisions having the effect of delaying,deferring or preventing a change of control 19421.2.7. exceeding the ownership threshold 19421.2.8. conditions governing changesto the share capital 1952010 registration document VICAT 187
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ReGIstRAtIonDoCUMent& FInAnCIALAnnU
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ContentsPage1 Person responsible fo
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1PeRsonResPonsIBLe FoRtHe ReGIstRAt
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3seLeCteDFInAnCIALInFoRMAtIon3.1. o
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3SELECTED FINANCIAL INFORMATION3.2.
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3SELECTED FINANCIAL INFORMATION3.2.
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4RIsK FACtoRs4.1. risks relating to
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4RISK FACTORS4.1. Risks relating to
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4RISK FACTORS4.3. Legal riskswhich
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4RISK FACTORS4.5. Risks related to
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5InFoRMAtIonABoUttHe CoMPAnY5.1. Hi
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INFORMATION ABOUT THE COMPANY5.2. I
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INFORMATION ABOUT THE COMPANY5.2. I
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6BUsInessoVeRVIeW6.1. overview of t
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6BUSINESS OVERVIEW6.2. Group streng
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6BUSINESS OVERVIEW6.2. Group streng
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6BUSINESS OVERVIEW6.3. Description
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7oRGAnIsAtIonCHARt7.1. Simplified l
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7ORGANISATION CHART7.2. Information
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7ORGANISATION CHART7.2. Information
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REAL ESTATE, FACTORIES AND EQUIPMEN
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9eXAMInAtIonoF tHe FInAnCIALPosItIo
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EXAMINATION OF THE FINANCIAL POSITI
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10CAsH FLoWAnD eQUItY10.1. EQuItY 8
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Cash flow and equity10.2. Cash flow
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Cash flow and equity10.3. INDEBTEDN
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Cash flow and equity10.3. INDEBTEDN
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10Cash flow and equity10.4. ANALYSI
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RESEARCH AND DEVELOPMENT, PATENTS A
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Information on trends12.2. Trends a
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13PRoFIt FoReCAstsoR estIMAtesThe C
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14ADMINISTRATION AND GENERAL MANAGE
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14ADMINISTRATION AND GENERAL MANAGE
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ADMINISTRATION AND GENERAL MANAGEME
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15ReMUneRAtIonAnD BeneFIts15.1. rem
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15REMUNERATION AND BENEFITS15.2. Pe
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16oPeRAtIon oFtHe ADMInIstRAtIVeAnD
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OPERATION OF THE ADMINISTRATIVE AND
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OPERATION OF THE ADMINISTRATIVE AND
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17EMPLOYEES17.1. Overview17.1.1. Br
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17EMPLOYEES17.1. OverviewHuman Reso
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EMPLOYEES17.4. Shareholding of the
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18PRInCIPALsHAReHoLDeRs18.1. distri
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19oPeRAtIonsWItH ReLAteD19.1. contr
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19OPeRATIONS with related19.3. Stat
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Financial information on the assets
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Page 190 and 191: 21ADDITIONAL INFORMATION21.1. Share
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Page 198 and 199: 22sIGnIFICAntContRACtsGiven its act
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Page 214 and 215: 3APPENDIXAnnual information1. Refer
Page 216 and 217: APPenDIX4eLeMentsConstItUtInGtHe FI
Page 218 and 219: GLossARY216 VICAT 2010 registration
Page 220 and 221: GLOSSARyCarbonationCEMCEM I(formerl
Page 222 and 223: GLOSSARyElectrostatic filterExhaust
Page 224 and 225: GLOSSARyMixerApparatus used to mix
Page 226: GLOSSARySilica fumeSiloSlagStandard
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