8.2.2 Control of the Company
As of December 31, 2024, to the best of its knowledge, the Company was not controlled and was not subject to any agreement nor commitment linking one or several shareholders, company, foreign government or other natural or legal person operating individually or conjointly with regard to the direct or indirect holding of its share capital or under its control, and there existed no agreement of which the fulfillment could cause a change in the Company’s control at a later date.
8.2.3 Agreements concerning a possible change of control or that might influence a takeover bid
The information required by article L. 22-10-11 of the French Commercial Code can be found in this Universal Registration Document as follows:
- the capital structure is described in Sections 3.3.3, 8.2 and 8.3,
- the existence of double voting rights provided for in the Company’s Articles of Incorporation (Article 21) is mentioned in Section 8.1.6,
- the Company’s shareholding structure is detailed in Section 8.2; more specifically, Section 8.2.1 lists the notifications of legal threshold crossings during the 2024 financial year,
- the rules applicable to the appointment and replacement of members of the Board of Directors as well as to the amendment of the Company’s Articles of Incorporation are specified in the Company’s Articles of Incorporation (Articles 10 to 12 and 23) and summarized in said Section 8.1.6,
- the existence of authorizations and delegations granted by the Company’s General Shareholders’ Meeting to the Board of Directors relating to the issue of shares and share buybacks is indicated in Sections 8.3.1, and 8.3.3.
It is also specified that, to the best of the Company’s knowledge, no agreements exist requiring payment of indemnities, in the event of a takeover bid, to Directors or employees if their employment should end as a result of this takeover bid.
Certain loan agreements include change in control clauses.
