THE SHAREHOLDERS' MEETINGS
All shareholders are entitled to attend shareholders’ meetings, regardless of the number of shares they hold. The shareholders can express themselves both through their questions to the company’s top managers, and through their votes on the resolutions submitted. By voting, the shareholders are involved in the Ubisoft Entertainment’s important decisions.
Ordinary Meetings Companies are required by law to hold an annual ordinary shareholders’ meeting in the six months following the closing of its fiscal year in particular to approve the annual accounts, to decide on their allocation and to set the dividend. Also, it appoints or renews the members of the Board of Directors and the independent auditors. Finally, the ordinary meeting has the power to grant or withhold authority to conduct all major transactions concerning the regular administration of the company.
Extraordinary Meetings These can be called at any time for the purpose of deciding on a change in the articles of incorporation or a transaction affecting the company’s capital (increase, reduction, merger, etc.).
Combined Meetings These combine both types of meeting (ordinary and extraordinary) on a single occasion and with a single notice to attend.
OBTAINING INFORMATION RELATING TO SHAREHOLDERS' MEETINGS
As required by French law and regulations, Ubisoft Entertainment announces its notices of meeting in the French "Bulletin des Annonces Légales Obligatoires" (BALO) (http://balo.journal-officiel.gouv.fr/) as follows :
35 days at least prior to the scheduled date, by means of a preliminary notice of meeting. This announcement contains the agenda for the meeting and the draft resolutions for approval by the shareholders, bearing in mind that at this stage the agenda and draft resolutions are not necessarily reputed to be finalized.
15 days at least prior to the scheduled date of the Meeting, by means of a notice of meeting. It stipulates the date, time and place of the meeting, together with terms and conditions of attendance, and the agenda. Such document is automatically sent to all registered shareholders with all the regulatory documents.
You will also find the date, time and place of the meetings on the Ubisoft website.
TERMS & CONDITIONS TO PARTICIPATE AT A SHAREHOLDERS' MEETING
In order to participate in the meeting, be represented at the meeting or vote by absentee ballot, shares must be registered by 00:00 a.m. Paris time of the third business day preceding the meeting:
MEANS TO PARTICIPATE IN THE MEETING
Shareholders wishing to attend the meeting in person must request an admission pass as follows:
The registered shareholders directly receive the convening notice from Ubisoft Entertainment SA with a request form of admission pass to the meeting (included in the vote-by-correspondence or vote-by-proxy form). They fill in and sign the request form before sending it to Ubisoft Entertainment SA which registers them on the attendance sheet and sends them the admission pass. The bearer shareholders ask the authorized financial intermediary who manages their shares to provide Ubisoft Entertainment S.A. with a shareholding certificate recording the registration of their shares ; on the basis of which Ubisoft Entertainment SA will, upon request, establish an admission pass. Ubisoft Entertainment SA registers the shareholders on the attendance sheet and will send them the admission pass.
If you are unable to attend shareholders’ meeting in person, you can vote in one of 3 ways as stipulated in the notice of meeting :
- by correspondence - by giving your proxy to the Chairman - by giving you proxy to your spouse or to another shareholder
Whatever you decide to do, and whatever the form in which you hold your shares (registered or bearer), you should date and sign your completed form, and send it to Ubisoft Entertainment SA at least three days before the date of the shareholders' meeting. As regards bearer shareholders, the shareholding certificate issued by the authorized financial requires to be attached.