Ubisoft 2016 Annual Report Download - page 188

Information ontheCompany anditscapital
6Legal information
6.1 Legal information
❙ 6.1.1 INFORMATION ABOUT THECOMPANY
Corporate name Ubisoft Entertainment
Registered offi ce 107, avenue Henri Fréville– BP 10704– Rennes (35207) Cedex 2
Legal form
French Corporation (Société Anonyme) with a Board of Directors governed by French law
(particularly the provisions of the French Commercial Code applicable to commercial
companies), as well as by its Articles of Association and internal rules of procedure.
Date of incorporation and term
The Company was incorporated on March28, 1986 and registered by Trade and Companies
Register on April9, 1986 for a term of 99 years, unless such term is extended ortheCompany is
dissolved at an earlier date.
Trade and companies register 335 186 094 RCS RENNES
APE code: 5821Z
Place where legal documents may be consulted The Company’s legal documents may be consulted at its business address
at 28, rue Armand Carrel– 93100 Montreuil-sous-Bois, France, or at its registered offi ce.
Financial year The fi nancial year runs from April1 to March31.
❙ 6.1.2 ARTICLES OF ASSOCIATION
Amendments to the Articles of Association are made by decision
of the Extraordinary General Meeting.
Corporate purpose
(Article3 of the Articles of Association)
The Company has the following purpose, in France and abroad,
both directly and indirectly:
♦
the creation, production, publishing and distribution of all kinds
of multimedia, audiovisual and IT products, especially video
games, educational and cultural software, cartoons and literary,
cinematographic and television works on any media, current
or future;
♦
the distribution of all kinds of multimedia and audiovisual
products, especially through new communication technologies
such as networks and online services;
♦
the purchase, sale and, in general, all forms of trading, including
both import and export, via rental or otherwise, of any computer
and word-processing hardware with its accessories, as well as
any hardware or products for reproducing sound and pictures;
♦
the marketing and management of all data-processing and word-
processing computer programs;
♦ consulting, support, assistance and training relating to any of
the above-mentioned fi elds;
♦
the investment by the Company in any operation that may relate
to its purpose, by the creation of new companies, the subscription
or purchase of shares or corporate rights, by mergers or by other
means; and
♦
in general, any operation related directly or indirectly to the
above purpose or similar and related purposes likely to promote
the Company’s development.
Form of shares and identifi cation
ofshareholders
(Article5 of the Articles of Association)
Fully paid-up ordinary shares may be registered or bearer shares,
depending on the preference of the shareholder, subject to applicable
legal and regulatory provisions.
Preference shares of the Company must be registered and may not
be contractually divided.
The shares of the Company require book-entry under the terms and
conditions required by applicable legal and regulatory provisions.
Ordinary shares are conveyed by transfer between accounts.
Preference shares are not transferable.
The Company may at any time, in accordance with the legal and
regulatory provisions, request information from the French securities
clearing organization (SICOVAM) to allow the Company to identify
shareholders granted either immediate or future voting rights in
shareholders’ General Meetings, as well as the number of shares
held by any one shareholder and, where applicable, any restrictions
to which the shares may be subject.
Crossing of thresholds
(Article6 of the Articles of Association)
Without prejudice to the thresholds provided for in Article L. 233-7 of
the French Commercial Code, any shareholder acting alone or in concert
with others who directly or indirectly comes to own at least 4% of the
Company’s capital or voting rights, or a multiple of this percentage
that is less than or equal to 28%, is required to inform the Company by
registered letter with acknowledgment of receipt sent to the registered
offi ce within the period prescribed in Article L. 233-7 of the French
Commercial Code of the total number of shares, voting rights and
securities ultimately granting entitlement to the Company’s capital.
The disclosure upon crossing any threshold equal to a multiple of 4%
of the paragraph should also be made when the interest in the capital
or voting rights falls below one of the aforementioned thresholds.
- Registration Document 2016
186