Assystem - 2015 Registration Document

INFORMATION ABOUT THE COMPANY AND SHARE CAPITAL

GENERAL INFORMATION ABOUT THE ISSUER

Agreements signed by the Company that are modified or end in the event of a change in control of the Company The contracts signed with holders of “Ornane” and “Odirnane” bonds provide that in the event of a change of control of the Company they can request the redemption of their bonds at any time. The baseline control is by Dominique Louis directly and by the companies that he heads or controls (HDL Development SAS, HDL SAS, EEC, CEFID SAS). To ensure the Company’s business development and liquidity, Assystem has significant financial capabilities including: ● consolidated cash, after reduction of consolidated debt, that amounted to €198.8 million as at end December 2015; ● a revolving credit facility of up to €120 million with maturity December 2019, which was not drawn at the year-end. Measures taken by the Company to ensure the absence of abusive control The Company is controlled as defined under Article L. 233-3 of the French Commercial Code, as shown in the shareholder breakdown table in section 7.2.2. The measures taken by the Company to avoid control being exercised in an abusive way are described in this Registration Document: ● Chapter 8 of the Registration Document: internal control; ● section 2.1.1.1 of Chapter 2 of the Registration Document: existence of independent directors within the Board of Directors and specialist Committees; ● sub-section 2.1.1.1 of Chapter 2: section on “Conflict of Interests”.

several shareholders, present or represented at the General Meeting and holding at least 2% of the share capital (or voting rights). This provision completes the legal provision of Article L. 233-7 of the French Commercial Code on declarations when crossing disclosure thresholds. No other provision in the Articles of Association affects the rights of shareholders which can only be modified by conditions stipulated by law. Shareholder identification In compliance with the provisions of Article L. 228-2 of the French Commercial Code, the Company may, at any time, ask the central securities clearing body for the identity of holders of securities carrying immediate or future voting rights at Shareholders’ Meetings, the number of shares held by each one, and if necessary, the restrictions associated with the shares. Material contracts To date, Assystem has not signed any significant contracts other than those signed as a normal part of its business, that would confer a significant obligation or commitment upon the whole Group. Situation of dependence To date, Assystem’s activity does not depend on patents belonging to third parties or production processes belonging to third parties, and does not depend on specific procurement contracts. Existence of agreements whose implementation could lead to a change of control of the Company or could have the effect of delaying, postponing or preventing a change in control To the Company’s knowledge, to date, no agreements are known that, if implemented, could result in a change in control. There are no arrangements to date in a constitutive act, Articles of Association, charter or ruling, that could delay, postpone or prevent a change in control.

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ASSYSTEM

FINANCIAL REPORT 2015