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INFORMATION ABOUT THE COMPANY AND SHARE CAPITAL
7
GENERAL INFORMATION ABOUT THE ISSUER
The list of consolidated companies as at 31 December 2015 can
be found in Chapter 6 (Note 6 of consolidated financial statements).
To usefully complete this data, a simplified organisational chart of
the Assystem Group can be found in Chapter 1.3 of this Registration
Document.
The financing for Group subsidiaries is carried out in a centralised way.
This operating mode enables Group subsidiaries to benefit from the
favourable market conditions obtained by Assystem from lenders, and
to compensate the lender and borrower positions of the different units.
As at 31 December 2015, the Assystem Group had a net cash position
of €198.8 million.
Financial year
The financial year of a duration of twelve months commences on the
1
st
of January and ends 31 December.
Profit distribution
Profit or loss for the year represents the difference between total
income and total expenses, including charges to and reversals from
depreciation, amortisation and provisions.
Five percent of profit for the year, less any losses carried forward from
previous years, is allocated to the legal reserve, until such time as that
reserve represents one-tenth of the Company’s share capital. Further
transfers are made on the same basis if the legal reserve falls to below
one tenth of the share capital.
Profit available for distribution consists of profit for the year less any
losses brought forward from previous years and less any transfer to the
legal reserve in application of the law or Articles of Association, plus
any earlier losses. On the recommendation of the Board of Directors,
the General Meeting determines the share of profit to be allocated to
shareholders in the form of a dividend, and that to be allocated to
general or special reserves, with the remaining balance being allocated
to retained earnings.
However, excluding the case of a capital reduction, no dividend may
be granted to shareholders when the equity is or will become after this
dividend less than the amount of capital increased by the reserves that
the Articles of Association authorise to be paid.
Shareholders may also decide to pay a dividend out of available
reserves either to provide or complete a dividend, or as an exceptional
payment.
In this case, the related resolution must stipulate the reserve accounts
from which the dividend is to be deducted.
However, dividends are deducted in priority from distributable profit.
The revaluation reserve may not be distributed, but all or part of it may
be incorporated into the Company’s capital.
Dividend limitation periods
Any dividends not claimed within five years of the date of their payment
revert to the French State.
Establishment assuring the Company’s financial service
Since 11 February 2016, the registrar and paying agent is Société
Générale Securities Services, 32 rue du Champ de Tir – CS 30812
– 44308 NANTES CEDEX 3.
Assystem share market
Assystem shares are listed on compartment B of Euronext Paris: ISIN
code: FR 0000074148.
They are included in the values of the CAC All-Tradable index and the
MID & SMALL 190 index.
They are eligible for equity savings schemes (PEA) and the deferred
settlement service (SRD).
General Meetings
The specific procedures relating to shareholder participation in General
Meetings are described in Article 19 of the Articles of Association.
General Meetings are held at the Registered office or any other location
specified in the convening notice.
The right to participate is governed by the current legal and regulatory
provisions and in particular, the accounting registration of the shares
in the name of the shareholder or the intermediary recognised on their
behalf at midnight (Paris time) on the second working day preceding
the General Meeting, or in the registered share account held by the
Company, or in the bearer security account held by the accredited
intermediary.
If a shareholder cannot personally attend the General Meeting, he or
she may chose between the following three options, each time subject
to the conditions stipulated by law and regulations:
●
give a proxy under the conditions authorised by law and regulations;
●
vote by correspondence; or
●
send a proxy to the Company without indicating how they wish to
vote.
157
ASSYSTEM
FINANCIAL REPORT
2015