DERICHEBOURG - Universal registration document 2018-2019

5

Information on the Company and Share capital Restrictions on voting rights and share transfers provided for in the Company bylaws

Restrictions on voting rights and share transfers provided 5.10 for in the Company bylaws

None.

List of owners of any securities containing any special 5.11 rights of control

The voting rights attached to shares are proportional to the amount of capital that they represent. For an equal amount of the nominal value, each share carries the right to one vote. Nevertheless, a double voting right is attributed to all fully paid shares held in registered form for five years or more in the name of the same shareholder. As of

September 30, 2019, the share capital comprised 159,397,489 shares with a nominal value of €0.25 each, including 68,135,837 shares with double voting rights. The number of voting rights at September 30,

2019 amounted to 227,533,326.

Employee shareholdings 5.12

At September 30, 2019, Derichebourg employees held 1.06% of the share capital and 0.74% of the voting rights.

Shareholder agreements 5.13

To the Issuer’s knowledge, there are no shareholder agreements or agreements whose implementation could lead to a change in control.

Amendment of Company bylaws 5.14

a consolidation of shares that has been properly carried out or for the negotiation of securities granting rights to fractional shares in the case of transactions such as capital increases or decreases. Furthermore, it may not change the Company’s nationality except if the host country has concluded a special convention with France allowing

(Article 35)

“A shareholders’ extraordinary general meeting alone shall have the power to amend any provision of the bylaws. However, such meeting may not increase the obligations of shareholders, except in the event of

DERICHEBOURG p 2018/2019 Universal Registration Document 202

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