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CAP GEMINI AND ITS SHAREHOLDERS
5.1 Cap Gemini share capital
5
259
Registration Document 2016 — Capgemini
authorizations
5.1.2
share capital
Authorizations granted by the Combined Shareholders’ Meeting to the Board of Directors to increase
The following table summarizes (pursuant, to Article L.225-100 of the French Commercial Code) authorizations still in effect and those that
have expired since the last Combined Shareholders’ Meeting.
Purpose of the authorization
amount
(1) (2)
(in euros)
Maximum
number
date and
resolution
Authorization
Expiry date
Used during 2016
program
Purchase by the Company of its own
a)
shares under a share buyback
10% of share
capital
05/18/2016/
10
th
11/18/2017 4,128,337 shares were purchased under the
share buyback program (excluding the
Liquidity contract) at an average price of
€81.18
As part of the Liquidity contract:
a) 2,686,396 shares purchased at an
average market price of €81.12
b) 2,621,396 shares sold at an average
market price of €81.33
c) The balance on 12/31/2016 is
150,000 shares and about €9 million.
Cancellation of treasury shares
10% of share
capital
period
per 12-month
05/18/2016/
11
th
07/18/2018
of the Board of Directors on 07/26/2016.
€50,129,800.47 were cancelled by decision
617,235 shares with a value of
additional paid-in capital, reserves,
profit or other eligible amounts
Share capital increase by capitalizing
c)
(par value)
€1.5 billion 05/18/2016/
12
th
07/18/2018
This authorization was not used in 2016
instruments,
with retention of PSR
Share capital increase by issuing
d)
granting a right to allocation of debt
shares and/or securities granting
access to the share capital, or
(par value)
€550 million
(issue amount)
€7.5 billion
05/18/2016/
13
th
07/18/2018
This authorization was not used in 2016
Share capital increase by issuing
e)
shares and/or securities granting
instruments,
with cancellation of
PSR, by public offering
access to the share capital, or
granting a right to allocation of debt
€137 million
(par value)
(issue amount)
€2.5 billion
05/18/2016/
14
th
07/18/2018
This authorization was not used in 2016
PSR, by private placement
granting a right to allocation of debt
instruments,
with cancellation of
shares and/or securities granting
access to the share capital, or
Share capital increase by issuing
f)
€137 million
(par value)
€2.5 billion
(issue amount)
05/18/2016/
15
th
07/18/2018
This authorization was not used in 2016
the context of a share capital
increase
with cancellation of PSR
Setting the issue price of shares in
€137 million
(par value)
€2.5 billion
(issue amount)
10% of share
capital
05/18/2016/
16
th
07/18/2018
This authorization was not used in 2016
“Greenshoe” option (d) to (g)
05/18/2016/17
th
07/18/2018
This authorization was not used in 2016
(1) Recap of overall limits:
a maximum par value amount of €550 million and a maximum issue amount of €7.5 billion for all issues with and without pre-emptive subscription rights;
including a maximum par value amount of €137 million and a maximum issue amount of €2.5 billion for all issues without pre-emptive subscription rights;
issues performed pursuant to j), k) and l) above are not included in these general limits.
Total share capital increases decided pursuant to j) and k) are capped at a maximum par value amount of €48 million.
(2)
Abbreviations: PSR = Pre-emptive Subscription Rights