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ADDITIONAL INFORMATION
7.1 Legal information
7
314
Registration Document 2016 — Capgemini
Legal information
7.1
Corporate name and head office
7.1.1
Corporate name: Cap Gemini
Head office: 11, rue de Tilsitt, 75017 Paris
Tel.: (
+33)0 1 47 54 50 00
Legal form and governing law
7.1.2
Current status
governed by the French Companies Act of July 24, 1966 (Law
no. 66–537) and Decree no. 67–236 of March 23, 1967.
The Company is a
société anonyme
(joint stock company)
Future evolution
Company to a “European Company” (
Societas Europaea
, SE) to
reflect the international and European dimension of the Group.
The Board of Directors of Cap Gemini S.A., further to its meeting
on December 7, 2016, proposes to change the legal form of the
on May 10, 2017.
The proposed conversion into a European company would enter
into effect after approval by the Shareholders’ Meeting to be held
the Group would remain unchanged. The Company’s shares
would continue to be listed on the Paris stock exchange without
headquarters in Paris. The governance, business activities,
organizational structure, tax regime and shareholding structure of
The Company would retain its registered office and corporate
change in its legal form without reducing the current rights of the
shareholders.
any change. The conversion of the Company would lead to a
States of the European Economic Area, whose task is to negotiate
the status of the future European Works Council.
composed of representatives of employees of the various Member
employee agreements would not be modified. This change in legal
form requires the creation of a Special Negotiating Body,
employees, employed by subsidiaries of the Company, would not
be affected. In particular, employment contracts and collective
This conversion would only affect the Group’s parent company,
Cap Gemini S.A. The individual and collective rights of Group
Company’s name would change from “Cap Gemini” to
“Capgemini” at the time of this conversion.
In order to align its corporate name with that of the Group, the
Date of incorporation and term
7.1.3
To prepare and facilitate the IPO on the Paris stock exchange of
Cap Gemini Sogeti (incorporated in 1967) a new company, Cap
September 17, 1984. This company was registered with the
Companies & Trade Registry on October 4, 1984.
Gemini, grouping together all investments representing the
operating activities of the Group was incorporated on
Registry. It may be wound up in advance or have its term
extended by decision of the Extraordinary Shareholders’ Meeting.
The Company was set up for a period of ninety-nine years from
the date of its registration with the Paris Companies & Trade
Corporate purpose (Article 3 of the bylaws)
7.1.4
The Company’s purpose is to assist companies in France and
abroad in managing and developing their businesses by providing
re-engineering, and its expertise in the area of information
them with the benefit of its knowledge of their industry, its
knowhow in the area of business process engineering and
technologies.
clients, either directly, or through its subsidiaries or affiliates
(1)
, one
or more of the following activities on a stand-alone or integrated
To fulfill this purpose, the Company carries out on behalf of
basis:
Management consulting
the Company uses all the possibilities offered by the latest
information technologies whenever appropriate.
restore staff motivation and achieve other changes. To this end,
Working closely with clients, the Company provides change
management assistance to companies by helping them to
redefine or redirect their strategy, change their product and
service lines, re-engineer their structures and business processes,
Information systems development
management, training and assistance services.
software packages and other components. The Company also
supports clients’ IT projects by providing consulting, project
installation of software applications available on the market or
developed internally, the integration of systems incorporating
The Company designs and installs information systems. Its
services include the development of customized software, the
hardware, communication systems, customized software,
Outsourcing
The Company manages all or part of its clients’ IT resources on
their behalf. Where requested by clients, the Company may
perform all or part of this service using its own hardware,
telecommunications systems and other equipment.
Including Local Professional Services under the Sogeti tradename and representing the Group’s fourth business.
(1)