Atari 2009 Annual Report Download - page 35

ANNUAL FINANCIAL REPORT – REGISTRATION DOCUMENT
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 Grant shares at the time of exercise of the rights attached to securities providing entitlement to existing
Company shares through redemption, conversion, exchange, presentation of a warranty, or otherwise.
 Grant or sell shares to employees or corporate officers and directors with respect to their sharing in the benefits
of the Company‟s expansion, or the implementation of stock option plans, free share plans, an employee
savings plan or any other means provided for by current legislation.
 Improve the share‟s liquidity as part of a liquidity agreement entered into with a provider of investment services;
 Implement any market practice recognized by law or the AMF.
 Cancel shares in accordance with the twenty-third resolution approved by the Shareholders‟ Meeting of
September 25, 2008.
5.5. LIQUIDITY AGREEMENT
On April 8, 2009, Atari implemented a liquidity agreement, in accordance with the AMF‟s decision of October 1, 2008
concerning liquidity agreements as an accepted market practice and in accordance with the AMAFI‟s code of conduct.
The agreement was for an automatically renewable one-year term and was authorized by the Shareholders‟ Meeting of
September 25, 2008. A cash amount of €200,000 was allocated to the liquidity account in connection with the
agreement. As of June 30, 2009, the liquidity agreement covered 25,000 shares and €84,808.28.
5.4. EMPLOYEE SHARE OWNERSHIP
As of March 31, 2009, the Company's employees owned approximately 0.05% of its shares through the Employee
Savings Plan.
6. ALLOCAT ION OF NET LOSS
The next Shareholders' Meeting will be asked to allocate the loss of €165.1 million for the year ended to retained
earnings.
6.1. DIVIDENDS AND DIVIDEND TAX CREDITS FOR THE PAST THREE FISCAL YEARS
The Company did not pay out dividends for the past three years and does not anticipate proposing the distribution of a
dividend for fiscal year 2008-2009.
6.2. NON-DEDUCTIBLE EXPENSES
In accordance with the provisions of Article 223 quater of the French Tax Code (Code général des impôts), we state that
the financial statements for the fiscal year ended include €12.6 thousand in non tax-deductible expenses which
corresponds to depreciation allowances on private vehicles.
7. CORPORATE OFFICER S
Information on the list of corporate officers and the composition of senior management are provided in the section on
"Corporate Governance" in this Registration Document.
COMPENSATION OF CORPORATE OFFICERS
(Information disclosed in accordance with Article L. 225-102-1 of the French Commercial Code)
Atari‟s corporate officers are its directors, among whom only the Chief Executive Officer and the Chief Operating Officer
hold executive positions.
Compensation of the Chairman of the Board of Directors
- Michel Combes (April 1, 2008 – March 15, 2009)
At its meetings of February 27 and July 29, 2008, the Board of Directors set the Chairman‟s annual compensation at
€50,000 a year (including directors‟ fees), with an additional variable compensation of up to €50,000, the amount and
payment of which are contingent on the achievement of certain performance objectives, both quantitative (60%) and
qualitative (40%).
In addition to this compensation, the Chairman may receive up to 295,518 free shares, subject to meeting the following
conditions: