REGISTRATION DOCUMENT AND FINANCIAL REPORT - Iliad
REGISTRATION DOCUMENT AND FINANCIAL REPORT - Iliad
REGISTRATION DOCUMENT AND FINANCIAL REPORT - Iliad
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21. ADDITIONAL INFORMATION<br />
21.1 SHARE CAPITAL<br />
The revaluation reserve may not be distributed, but all or part of it may be incorporated into the Company’s share<br />
capital.<br />
Any losses are carried forward to be offset against net income in future years.<br />
21.2.3.2 Legal form of securities issued by the Company<br />
The securities issued by the Company may be held in the form of registered or bearer securities, at the holder’s<br />
choice. Their existence is evidenced by their registration in securities accounts held in the name of the holder for<br />
that purpose under the terms and conditions set out by law either by the Company or its appointed custodian in<br />
the case of registered securities or by an intermediary authorized for that purpose in the case of bearer securities.<br />
21.2.4 Changes in the rights of shareholders<br />
As there are no specific provisions in the Company’s bylaws relating to this issue, any changes in the voting<br />
rights attached to shares are subject to the provisions of the applicable laws governing French joint-stock<br />
corporations.<br />
21.2.5 Shareholders’ Meetings<br />
The collective decisions of the Company’s shareholders are made in Shareholders’ Meetings, which are<br />
classified as ordinary or extraordinary according to the types of decisions they are called to make.<br />
Shareholders’ Meetings duly convened and constituted represent all of the Company’s shareholders. Their<br />
decisions are binding on all shareholders, including those absent, dissenting or disqualified.<br />
21.2.5.1 Notice and conduct of meetings (Article 24 of the bylaws)<br />
Shareholders’ Meetings are called by the Board of Directors or, if necessary, by the Statutory Auditors or any<br />
person authorized by law.<br />
The meetings take place at the Company’s registered office or any other location indicated in the notice of<br />
meeting.<br />
They may be held by videoconference or any other means of telecommunications technology, including the<br />
Internet, which permits identification of the shareholders under the terms and conditions prescribed by the<br />
applicable laws and regulations.<br />
21.2.5.2 Agenda (Article 25 of the bylaws)<br />
The agenda for Shareholders’ Meetings is determined by the party calling the meeting.<br />
However, one or more shareholders or the works council may request that proposed resolutions be included in<br />
the agenda under the terms and conditions prescribed by the applicable laws and regulations.<br />
The Shareholders’ Meeting may not consider matters that do not form part of the agenda. Nevertheless, in any<br />
circumstances it may remove from office, or replace, one or more directors.<br />
The agenda for a Shareholders’ Meeting may not be amended on second call.<br />
21.2.5.3 Access to and representation at Shareholders’ Meetings (Article 26 of the bylaws)<br />
a) Any shareholder may participate in Shareholders’ Meetings in person or by proxy, regardless of the number<br />
of shares owned, subject to proof of the shareholder’s identity.<br />
Where it deems fit, the Board of Directors may provide shareholders with individual named admission cards and<br />
require them to produce such cards in order to gain entry to a meeting. Shareholders who wish to attend a<br />
meeting in person and have not received their admission card by 12:00 a.m. (Paris time) on the third working day<br />
preceding the meeting in question, will be provided with a participation certificate.<br />
<strong>Iliad</strong> – Registration Document 2007 - 197