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ADDITIONAL INFORMATION

7.1 Legal information

7

316

Registration Document 2016 — Capgemini

Disclosure thresholds

7.1.10

Company if their interest in the Company’s share capital or voting

rights is increased to above or reduced to below 1% or any

specific disclosure obligations to the Company’s bylaws. The

bylaws now state that shareholders are required to notify the

multiple thereof. The crossing of the threshold must be notified to

the Company within fifteen (15) days of the date when the shares

The Extraordinary Shareholders’ Meeting of April 25, 2002 added

on which the failure to disclose is rectified. This request and the

decision of the Shareholders’ Meeting must be recorded in the

shares will be stripped of voting rights. This sanction will apply for

all Shareholders’ Meetings for a period of two years from the date

minutes of the meeting.

causing the threshold to be attained or crossed are registered in

shareholders with combined holdings representing at least 1% of

the Company’s share capital or voting rights, the undisclosed

the shareholder’s account. In the event of failure to comply with

these disclosure rules, at the request of one or several

instances where shares and voting rights held by third parties are

deemed equivalent to shares and voting rights held by the

When calculating these “thresholds per the bylaws” the same

shareholder subject to disclosure requirements are applicable as

for thresholds provided by law.

Shareholder identification

7.1.11

The Company is authorized to obtain details of identifiable holders

of bearer shares.

how many shares are held by each shareholder and any

applicable restrictions on these shares.

The Extraordinary Shareholders’ Meeting of April 25, 2002 added

a new Article to the Company’s bylaws according to which the

an individual or the name, address and date of registration for a

company, of any holders of shares and securities granting access,

Company may request from the share transaction clearing

organization, the name, address, nationality and year of birth for

immediately or in the future, to shares carrying voting rights at

Shareholders’ Meetings. The Company may also obtain details of

Voting rights

7.1.12

Each share confers entitlement to a portion of the profits and any

liquidation surplus, in direct proportion to the number and par

value of outstanding shares.

Each share carries entitlement to one vote, including fully-paid

shares held in registered form for at least two years by the same

capital increase by capitalization of reserves, profits of additional

paid-in capital.

shareholder and bonus registered shares granted in respect of

registered shares held for at least two years in the event of a share

Changes in shareholder rights

7.1.13

Changes in the share capital or the rights attached to shares are subject to compliance with French company law alone, as the bylaws do

not contain any specific provisions in this respect.

Rights, privileges and restrictions relating to shares

7.1.14

In addition to the voting right conferred by law, each share confers

entitlement to a portion of the profits and any liquidation surplus,

in direct proportion to the number and par value of outstanding

shares.

No preferential rights are attached to any specific class of shares

or category of shareholder.

prevent a change in control

Provisions of the bylaws or other provisions that could delay, defer or

7.1.15

Not applicable.

Factors affecting a potential takeover bid

7.1.16

No factors are subject to the provisions of Article L.225-100-3 of the French Commercial Code (factors likely to have an impact in the

event of a public offering).