Annual General Meeting

 

WARNING RELATED TO THE ORGANIZATION OF THE ANNUAL GENERAL MEETING OF 17 JUNE 2021

 
1.Specific procedures relating to the attendance of shareholders in General Meetings in the context of health crisis :

Given the Covid-19 pandemic and administrative restriction measures taken by the Government to curb its spread, especially Order No. 2020-321 of 25 March 2020 adapting the rules governing meetings and deliberative assemblies and governing bodies of legal persons and entities without legal personality under private law due to the Covid-19 epidemic and Decree No 2020-418 of 10 April 2020 as extended by Decree No. 2021-255 of 9 March 2021, the GEVELOT SA Company's Board of Directors meeting on 13 April decided that the Ordinary General Meeting of Shareholders of the GEVELOT SA company scheduled on 17 June 2021 will be held exceptionally in camera, at the Company’s headquarters, located at 6 boulevard Bineau, Levallois-Perret without the shareholders and other persons being entitled to attend physically. Indeed, at the date of this publication, administrative measures, restricting or prohibiting movements or group gatherings for health reasons, prevent the physical attendance of its members at the General Meeting.

The Meeting will be streamed live, unless technical reasons make it impossible or seriously disrupt the feed, and may be viewed by replay on the Company website www.gevelot-sa.fr .



2.Shareholders information procedures :

The Shareholders are advised that the prior notice of meeting constituting a notification to attend the Annual General Meeting of Gévelot SA will be published on Bulletin des Annonces Légales Obligatoires (French mandatory and legal announcement publication) of 12 May 2021 and on the website of the Company www.gevelot-sa.fr (Annual General Meetings page).

The convocations to the Annual General Meeting of Gévelot SA will be sent to Registered Shareholders on 2 June 2021 by post (and by email when possible). Due to the current context of Covid-19 and the uncertain postal delays, Registered Shareholders are recommended to confirm by sending an email to assembleegenerale@gevelot-sa.fr their own email address to be used for sending all the documents related to the Annual General Meeting of 17 June 2021.

The final notice of Meeting for the Annual General Meeting of Gévelot SA will be published on 2 June 2021 on a French  legal announcement publication as well as on the website of the Company www.gevelot-sa.fr (Annual General Meetings page).

All the documents and information provided for in the article R.225-73-1 of the Commercial code will be made available on the website of the Company through the dedicated page Annual General Meetings on www.gevelot-sa.fr, starting from the twenty-first day before the day of the general meeting.


3.Specific procedures relating to the participation in the Annual General Meeting in the context of health crisis:

According to the article 4 of the Ordonnance 2020-321 of 25 March 2020 adopted as part of the duly authorization conferred by the emergency law to deal with the Covid-19 epidemic n° 2020-290 of 23 March 2020, the Annual General Meeting of the Company of 17 June 2021, by a decision of the Board of Directors, will be held without the Shareholders and other persons having the right to attend being present, whether physically or by conference call or audio-visual.

As a consequence, the Shareholders will not be able to physically attend the meeting.

Failing to attend the Meeting personally, shareholders can choose between one of the following three options:

a) Give a proxy to the person of their choice under the conditions of the article L.225-106 of the Commercial code (mandate to a third party), it being specified that, in this case, the proxyholder will have to vote by correspondence under this power ;

b) Send a proxy to the Company without specifying a representative (give proxy to the Chairman),

c) Vote by correspondence.

Due to the inability to personally attend the General Meeting, it is recalled that it will be streamed live or available by replay on the Company website www.gevelot-sa.fr .

It is specified that for any proxy given by a Shareholder without indication of proxy, the Chairman of the General Meeting will vote in favor of the adoption of the draft resolutions presented or approved by the Board of Directors and a vote against the adoption of all the other draft resolutions.


During the Annual General Meeting, it will not be possible to ask questions, table draft amendments, or new resolutions.

In accordance with the article R. 225-84 of the Commercial Code, any shareholder can ask written questions. These questions must be addressed to the Chairman of the Board of Directors,in the head office of the Company, by registered letter with acknowledgment of receipt request or sent by electronic telecommunication to the following email address : assembleegenerale@gevelot-sa.fr  no later than the second working day before the date of the said Assembly i.e. 15 June 2021. They must be accompanied by a certificate of account registration either in the accounts of Société Générale Securities Services for registered shareholders, or in the accounts of the financial intermediary for bearer shareholders.

Shareholders are recommended to favor the filing of written questions by electronic telecommunication, rather than by post.

 

4.Voting procedures at the General Assembly in the context of the health crisis:

Shareholders are invited to vote prior to the meeting, either by correspondence using the voting form that will be available to them, or by proxy.

The detailed voting and holding procedures for the Ordinary General Meeting will be available soon on our website. Shareholders are invited to regularly consult the section dedicated to the General Meeting on the Company's website: www.gevelot-sa.fr .


 
The Board of Directors

 


Allocation of profit for the year 2020:

The following allocation of earnings will be proposed to the next General Meeting:

  Profit for the year    € 1,395,921.00  
  Previous retained earnings of    € 16,701,477.82  
  Total to allocate    € 18,097,398.82  
  Dividend - € 1,539,000.00     
  Balance carried forward after allocation    €16,558,398.82   

The total dividend amounts to € 2 per share for 769,500 shares, i.e. € 1,539,000.00 and will be available for distribution from 24 June 2021.

In accordance with Article 243 of the French Tax Code, it is specified that the entire dividend proposed is eligible for the 40% rebate claimable by individuals residing fiscally in France under section 158-3 2° of the French Tax Code.

This rebate is applicable in the case of an express, irrevocable and general option for a sliding scale of income tax when the beneficiary files their annual income tax return. In the absence of such an option, the dividend to be paid to these individuals fiscally resident in France falls within the scope of application of the single standard deduction (PFU) without the application of this 40% rebate.

Before the payment, the dividend is subject to social contributions and, unless an exemption is duly requested by the taxpayer, to the statutory levy of 12.8% provided for in Article 117 “quater” of the French Tax Code, as an instalment of income tax.

It is recalled that the following dividends were distributed over the last three years. These dividends are fully eligible for the 40% rebate mentioned in Article 158-3 2° of the French Tax Code:

 Financial Year Net  Tax Credits  Number of shares served  Number of shares in total 
 2017  1.80   For info    769,500   820,500 
 2018  1.80   For info    769,500   769,500 
 2019  1.60   For info    769,500   769,500