REGISTRATION DOCUMENT AND FINANCIAL REPORT - Iliad
REGISTRATION DOCUMENT AND FINANCIAL REPORT - Iliad
REGISTRATION DOCUMENT AND FINANCIAL REPORT - Iliad
- TAGS
- registration
- iliad
- iliad.fr
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
21. ADDITIONAL INFORMATION<br />
21.1 SHARE CAPITAL<br />
Following the above transactions, the Company held the following <strong>Iliad</strong> shares at December 31, 2007:<br />
Percentage of capital directly or indirectly held by the Company ..................................... 0.06%<br />
Number of shares cancelled in the past 24 months ................................................... 0<br />
Number of shares held in the portfolio ............................................................... 32,541<br />
Carrying amount of the portfolio (in €) .............................................................. 2,395,017<br />
Market value of the portfolio (in €) 42 ................................................................ 2,395,017<br />
At the Annual Shareholders’ Meeting to be held on May 29, 2008, the Board of Directors will recommend to the<br />
Company’s shareholders that they renew the authorization to implement a share buyback program in accordance<br />
with the General Regulations of the AMF, which particularly reflect European Commission Regulation<br />
No. 2273/2003 of December 22, 2003 implementing European Directive 2003/6/EC of January 28, 2003.<br />
21.1.4 Potential share capital<br />
21.1.4.1 Stock options<br />
In accordance with Articles L.225-177 et seq. of the French Commercial Code, the Extraordinary Shareholders’<br />
Meeting held on May 29, 2006 authorized the Board of Directors to grant on one or more occasions senior<br />
managers or other employees of the Company, or related companies within the meaning of Article L.225-180 of<br />
the French Commercial Code, options to purchase new or existing shares in the Company.<br />
The total number of stock options granted, taking into account options granted under previous authorizations,<br />
may not be exercisable for shares representing over 4% of the Company’s capital at the grant date. This<br />
authorization was given for a period of thirty-eight months from the date of the Shareholders’ Meeting, i.e. until<br />
July 29, 2009.<br />
The exercise price of the options granted under this authorization may not represent less than 80% of the average<br />
of the prices quoted for the Company’s shares over the 20 trading sessions preceding the grant date. No stock<br />
option may be granted less than 20 trading sessions following the ex-dividend date or the issue of a preferential<br />
right to subscribe for new shares issued by the Company. In addition, the exercise price for options to purchase<br />
existing shares may not represent less than 80% of the average price paid for shares held by the Company<br />
pursuant to Article L.225-208 of the French Commercial Code or any share buyback program in effect.<br />
During the year ended December 31, 2007, in connection with the above authorization granted by the May 29,<br />
2006 Shareholders’ Meeting, the Company’s Board of Directors met on June 14 and August 30, 2007 in order to<br />
implement the stock option plans under the terms and conditions set out below.<br />
• The Board of Directors met on June 14, 2007 and decided, first, to set up a new stock option plan, and<br />
second, to grant 162,455 stock options to 1 corporate officer of the Group, with each option entitling its<br />
holder to purchase one new share at a unit price of €74.62.<br />
• The Board of Directors met on August 30, 2007 and decided, first, to set up a new stock option plan, and<br />
second, to grant 162,455 stock options to 1 employee of the Group, with each option entitling its holder to<br />
purchase one new share at a unit price of €68.17.<br />
• At its August 30, 2007 meeting, the Board of Directors further decided, first, to set up a new stock option<br />
plan, and second, to grant 541,505 stock options to 95 employees and corporate officers of the Group, with<br />
each option entitling its holder to purchase one new share at a unit price of €68.17.<br />
The Board of Directors used the authorization granted by the December 12, 2003 meeting at its January 20 and<br />
January 29, 2004 meetings to set up a new stock option plan and grant 485,769 stock options to 22 employees of<br />
the Group, with each option entitling its holder to purchase one new share at a unit price of €16.30.<br />
The Board of Directors used the same authorization at its December 20, 2005 meeting to set up a new stock<br />
option plan and grant 541,515 stock options to 84 employees and corporate officers of the Group, with each<br />
option entitling its holder to purchase one new share at a unit price of €48.44.<br />
42 Based on the closing <strong>Iliad</strong> share price on December 31, 2007, i.e., €73.60.<br />
190 - <strong>Iliad</strong> – Registration Document 2007