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ADDITIONAL INFORMATION
7.1 Legal information
7
315
Registration Document 2016 — Capgemini
with clients within a structure conducting all or some of these
activities.
its clients’ own clientele. In addition, it may work in partnership
The Company may also manage the IT-based services offered to
In order to fulfill its corporate purpose, the Company may
decide to:
create specialist subsidiaries or acquire interests in the capital of
◗
other companies and manage their business in exchange for a
consistent image, organization of financial structures, assistance
fee. Management services include the provision of technical,
marketing, legal and financial assistance, promotion of a
in negotiations to help these companies win new contracts,
training, research and development support, etc.;
behalf of subsidiaries and affiliates;
invest and manage the Company’s available funds, make cash
◗
advances, and provide any and all guarantees or collateral on
processes and sell, contribute or license any such patents and
processes.
obtain or acquire and use any and all patents and manufacturing
financial transactions related directly or indirectly to any of the
above purposes or any similar or related purpose or which is likely
to facilitate the fulfillment or furtherance of these purposes.
In broader terms, the Company’s purpose includes carrying out
any and all commercial, industrial, securities, real estate or
Incorporation details
7.1.5
The Company is registered with the Paris Companies & Trade Registry (
Registre du Commerce et des Sociétés
) under
number 330 703 844. Its APE business identifier is 7010Z.
Consultation of legal documents
7.1.6
Management Board, the
Directoire
, from May 24, 1996 through May 23, 2000) to the Shareholders’ Meetings, and the Statutory Auditors’
reports are available for consultation at the Company’s head office at 11, rue de Tilsitt 75017 Paris.
Documents relating to the Company, including the bylaws, the financial statements, the reports of the Board of Directors (or the
Fiscal year
7.1.7
The Company’s fiscal year commences on January 1 and ends on December 31.
Appropriation and distribution of income
7.1.8
The Shareholders’ Meeting has sole discretionary powers to
may decide to appropriate all or part of distributable income to
revenue reserves, special reserves or retained earnings, or to
decide on the appropriation of distributable income, as defined by
French company law. Consequently, the Shareholders’ Meeting
distribute all or part of the amount to shareholders.
paid, in compliance with applicable laws and regulations. The
above provisions also apply to the distribution of interim dividends,
dividends will be paid in the form of new shares credited as fully
subject to compliance with French company law.
of payment of dividends. In particular, shareholders may be
offered a stock dividend alternative, in which case the related
The Shareholders’ Meeting also decides the terms and conditions dividend out of distributable reserves, subject to compliance with
French company law.
In addition, the Shareholders’ Meeting may decide to distribute a
Meetings
7.1.9
The right to participate at Shareholders’ Meetings is evidenced by
the registration of shares in the name of the shareholder (or of the
held by the applicable authorized intermediary. Such registration
must be recorded at 12:00 A.M. (Paris time) on the second
intermediary acting on his/her behalf if domiciled outside France)
in the Company’s share register or in the register of bearer shares
working day preceding the Shareholders’ Meeting and any related
notices must be filed at one of the addresses indicated in the
intermediary must provide a participation certificate.
notice of meeting. In the case of bearer shares, the authorized
by proxy or by casting a remote vote in accordance with the terms
and conditions set by applicable regulations.
Shareholders may participate in Shareholders’ Meetings in person,
alter their method of participation. However, attendance at a
meeting by a shareholder in person shall cancel any votes cast by
Shareholders who have informed the Company that they wish to
participate in a meeting in person, remotely or by proxy may not
proxy or remotely.
published in BALO (French Journal of Mandatory Legal
Announcements).
identification and password. Where applicable, this decision of the
Board of Directors shall be communicated in the notice of meeting
the link with the related action and potentially consisting of a user
participate in voting using any telecommunication or
teletransmission means enabling their identification, including the
the meeting. If the Board of Directors so decides when convening
the meeting, shareholders voting by proxy or remotely may
submitted, the shareholder’s signature may take the form of a
secure signature or a reliable identification procedure guaranteeing
internet, in accordance with the conditions set out in applicable
regulations at the time of use. Where an electronic form is
To be taken into account, remote votes or proxy forms must be
received by the Company at least three days prior to the date of
Where a shareholder has given proxy to a third party and has also
voted remotely, if there is any difference in the two votes, the
remote vote will be taken into account and the proxy ignored.