Annual General Meeting
WARNING RELATED TO THE ORGANIZATION OF THE ANNUAL GENERAL MEETING OF 11 JUNE 2020
1.Specific procedures relating to the attendance of shareholders in General Meetings in the context of health crisis :
In view of the Covid-19 pandemic and the Government’s movement and assembly restrictions as well as the Ordonnance n° 2020-321 of 25 March 2020 adapting the rules of meeting and deliberation of assemblies and governing bodies of legal persons and entities devoid of legal personality under private law due to the epidemic of Covid-19, the Board of Directors of GEVELOT S.A., held on 21 April, has decided the Annual General Meeting of Shareholders of GEVELOT S.A. scheduled on 11 June 2020 will be held exceptionally behind closed doors, at the head office of the Company situated 6, Boulevard Bineau, Levallois-Perret without the shareholders and others having the right to attend being physically present.
The Shareholders will be able to attend this Meeting remotely as it will be effectively and completely broadcast in live on the Company's 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 4 May 2020 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 15 May 2020 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 email@example.com their own email address to be used for sending all the documents related to the Annual General Meeting of 11 June 2020.
The final notice of Meeting for the Annual General Meeting of Gévelot SA will be published on 25 May 2020 on Bulletin des Annonces Légales Obligatoires (French mandatory and 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 11 June 2020, 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:
- 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 ;
- Send a proxy to the Company without specifying a representative (give proxy to the Chairman),
- Vote by correspondence.
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 : firstname.lastname@example.org no later than the fourth working day before the date of the said Assembly i.e. 5 June 2020. They must be accompanied by an account registration certificate.
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
ANNUAL GENERAL MEETING OF JUNE 11, 2020
Specific procedures relating to the attendance of shareholders in 2020 General Meeting in the context of health crisis :
In view of the Covid-19 pandemic and the Government’s movement and assembly restrictions as well as the Ordonnance n° 2020-321 of 25 March 2020 adapting the rules of meeting and deliberation of assemblies and governing bodies of legal persons and entities devoid of legal personality under private law due to the epidemic of Covid-19, the Annual General Meeting of Shareholders of GEVELOT S.A. scheduled on 11 June 2020 has been exceptionally held behind closed doors, at the head office of the Company situated 6, Boulevard Bineau, Levallois-Perret without the shareholders having the right to attend being physically present.
The Shareholders were able to attend this Meeting remotely as it has been effectively and completely broadcasted in live on the Company's website : https://webcasts.eqs.com/register/gevelot20200611/fr
Allocation of profit for the year 2019
The allocation of the results adopted by the Ordinary Shareholders" Meeting of 11 June 2020 is as follow :
|Net income for the financial year||3 141 790.45 €|
|Previous retenaid earning||14 790 887.37 €|
|Total distribuable amount||17 932 677.82 €|
|Deduction from other reserve|
|Dividend||(1 385 100.00 €)|
|Retained earnings after allocation||16 701 477.82 €|
The dividend amounts to €1.60 per share for 769,500 shares, representing €1,231,200.00 and has been distributed on June 19, 2020.
You are reminded that the following dividends were paid out with respect to the past three financial years, the amount thus allocated among shareholders being fully eligible for the 40 % reduction provided for in Article 158-3.2° of the French Tax Code:
|Year||Net||Tax Credit||Number of share paid-up||Number of share total|
|2016||1.80||pm||820 500||820 500|
|2017||1.80||pm||769 500||820 500|
|2018||1.80||pm||769 500||769 500|