Crossing thresholds

Shareholders are reminded that when certain legal and/or statutory thresholds for ownership of the Company’s capital or voting rights are crossed, they are required to make the following declarations to the:

  • Company, in accordance with Article 11-II of the Company’s bylaws, in the event of   crossing statutory thresholds, and

  • AMF and to the Company in the event of legal thresholds being crossed.

In accordance with Article L. 233-8 of the French Commercial Code and Article 223-16 of the General Regulations of the Autorité des Marchés Financiers (AMF), the Company publishes monthly information on its website relating to the total number of voting rights and shares comprising the share capital on the last day of the previous month.

Under the terms of Article 28-III of the Articles of Association, all fully paid-up shares registered in the name of the same shareholder for at least two (2) years are entitled to double voting rights in accordance with the law.

Statutory thresholds crossed

Under the terms of Article 11-II of our Company’s bylaws, in addition to complying with the legal obligation to inform the Company of the holding of certain fractions of the capital and voting rights attached thereto, any individual or legal entity – including any intermediary registered as a holder of securities of persons not domiciled in France – who, alone or in concert with other individuals or legal entities, comes to hold or ceases to hold, in any way whatsoever, a fraction equal to 1% of the voting rights or capital or a multiple of this fraction, is required to inform the Company, by registered letter with acknowledgement of receipt sent within 5 trading days of crossing one of these thresholds, of the total number of shares and voting rights it holds.

To determine these thresholds, shares assimilated to owned shares and the voting rights attached to them are taken into account in accordance with the provisions of Articles L.233-7 and L.233-9 of the French Commercial Code. In each declaration, the declarant must certify that the declaration includes all the shares held or owned within the meaning of the preceding paragraph. They must also specify: their identity and that of any individuals or legal entities acting in concert with them, the total number of shares or voting rights they hold directly or indirectly, alone or in concert, the date and origin of the threshold crossing, and where applicable, the information referred to in the third paragraph of I of Article L.233-7 of the French Commercial Code.

These disclosure requirements cease no longer apply to a single shareholder or a group of shareholders who hold more than 50% of voting rights.

If shares in excess of the fraction that should have been declared are not declared in accordance with these conditions, they are stripped of voting rights at shareholders’ meetings if, at a meeting, the failure to declare has been noted and if one or more shareholders together holding at least 5% of the capital or voting rights so request at the meeting. Under the same conditions, voting rights that have not been duly declared may not be exercised. The loss of voting rights applies to all shareholders’ meetings held up to two years after the date of regularization of the declaration.

Information should be sent to the Company by registered mail to:

Groupe Casino
Département Sociétés Cotées – Direction Juridique Droit des Sociétés
1, Cours Antoine Guichard, CS 50306
42008 SAINT-ETIENNE Cedex 1
France

Crossing legal thresholds

Under the terms of Article L. 233-7 of the French Commercial Code, any direct or indirect crossing, upwards or downwards, of the legal thresholds of 5%, 10%, 15%, 20%, 25%, 30%, 1/3, 50%, 2/3, 90% and 95% of the capital or voting rights of an issuer whose shares are listed on Euronext Paris, by a shareholder acting alone or in concert, must be reported to the Company and to the AMF.

The declaration must be sent to the AMF no later than 4 trading days after the threshold is crossed.

The same information must be sent to the Company within the same timeframe (cf. article R. 233-1 of the French Commercial Code).

The AMF informs the public of this declaration via its database of financial decisions and information (BDIF) within 3 trading days of receipt of the complete declaration.

More information on AMF website

Information should be sent to the Company either by ordinary letter to:

Groupe Casino
Département Sociétés Cotées – Direction Juridique Droit des Sociétés
1, Cours Antoine Guichard, CS 50306
42008 SAINT-ETIENNE Cedex 1
France

or by e-mail to: actionnaires@groupe-casino.fr