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Information about the Company’s capitalGeneral information about the CompanyInformation about the Company’s capital 5Changes in share capital in 2012 and over the last five yearsThe various changes to the Company’s share capital in 2012 aredescribed below.Share award plan (30 April 2012)On 30 April 2012, 473,742 new shares with a par value of€1.50 each were created in connection with the 9 February2010 share award plan and awarded to eligible employees. TheCompany’s share capital was therefore increased from €74,317,503to €75,028,116, comprising 50,018,744 shares, each with a parvalue of €1.50.Capital increase (9 July 2012)On 4 June 2012, the Board of Directors of Sequana, acting inaccordance with the authorisation given by the Annual GeneralMeeting of 19 May 2011, voted to increase the Company’s sharecapital in order to accelerate the Group’s development plan andstrengthen its financial structure. The share capital was increasedby a nominal amount of €150,056,232 by issuing 100,037,488 newshares, each with a par value of €1.50. Pre-emptive subscriptionrights were maintained for existing shareholders at a subscriptionratio of two new shares for each share previously held. The subscriptionperiod ran from 14 June to 27 June 2012 inclusive.The new share issue had been fully subscribed by the deliverysettlementdate on 9 July 2012 and 100,037,488 new shareswere duly created and issued at a par value of €1.50 each. Thisincreased the Company’s share capital from €75,028,116 to€225,084,348, comprising 150,056,232 shares each with a parvalue of €1.50.Reverse stock split (15 November 2012)On 25 October 2012, the Board of Directors voted to launch thereverse stock split approved by the Annual General Meeting of26 June 2012. The reverse stock split would be based on the exchangeof one new share with a par value of €9 for six old shares with a parvalue of €1.50. Pursuant to the authorisation granted by shareholdersin this respect, the Board of Directors set 15 November 2012 asthe start date of the operation and observed that the reverse stocksplit would result in a total of 25,009,372 shares.As a result of the reverse stock split, since 15 November 2012the Company’s share capital, which had remained unchangedat €225,084,348 since 9 July 2012, has been made up of25,009,372 shares, each with a par value of €9, all fully paid-upand of the same class.At 31 December 2012, 128,886,720 old shares representing85.89% of the share capital had been tendered to the reverse stocksplit, and at 31 March 2013, over 99% of these had been consolidated.Non-consolidated (pre-reverse split) shares, listed on theNYSE Euronext delisted securities department will be delisted asof 15 May 2013 but will be able to be traded over the counter. Theymay be tendered to the reverse stock split until the end of a two-yearperiod starting 15 November 2012, i.e., until 14 November 2014inclusive. Pursuant to Article L. 228-6 of the French CommercialCode and the decision of the Board of Directors of 25 October2012, on expiry of said period, any new shares not claimed by thebeneficiaries shall be sold on the stock market. The net proceedsfrom the sale will be placed in an escrow account with a bank andmay be claimed by beneficiaries during a ten-year period. Oncethis ten-year period has expired, the sums accruing to beneficiarieshaving neither claimed nor exchanged their old shares for newshares prior to 15 November 2014, or claimed any cash paymentas described above between 15 November 2014 and 15 November2024, will be placed with Caisse des Dépôts and may be claimedby the beneficiaries during a 20-year period in accordance withthe 30-year statute of limitations, after which the funds shall bepaid over to the French State.The stock market particulars of this reverse stock split are providedin Chapter 1, under “Share performance and ownershipstructure” on page 19.There were no significant changes in the Company’s share capitalbetween 31 December 2012 and the date on which this registrationdocument was filed.However, since the rights of certain beneficiaries under the 2010share award plan vested during the year, and subject to the beneficiariesstill being employed by the Group at the vesting date, theshare capital should increase by 1,849 shares, representing a nominalamount of €16,641 on 30 April 2013, from €225,084,348 to€225,100,989. Following the creation of these 1,849 shares, theshare capital will comprise 25,011,221 shares, each with a parvalue of €9.Any changes in the share capital attached to shares are subject tothe applicable laws and regulations as the Company’s Articles ofAssociation do not contain any specific provisions in this respect.Changes in the voting rights attached to the shares, excluding thosesubject to applicable laws and regulations, are described below.Sequana | 2012 Document de référence (English version) | 187