Groupe Renault - 2020 Universal Registration Document

443 GROUPE RENAULT I UNIVERSAL REGISTRATION DOCUMENT 2020 05 GENERAL INFORMATION GROUPE RENAULT GROUPE RENAULT: A COMPANY THAT ACTS RESPONSIBLY CORPORATE GOVERNANCE FINANCIAL STATEMENTS RENAULT AND ITS SHAREHOLDERS ANNUAL GENERAL MEETING OF RENAULT ON APRIL 23, 2021 ADDITIONAL INFORMATION Annual General Meetings 5.1.2.2 Annual General Meetings are convened in accordance with applicable legal and regulatory provisions. The right to attend Annual General Meetings is evidenced by the registration of the shares in an account in the name of the shareholder or in the name of the registered intermediary acting on his or her behalf, by midnight (zero hours) Paris time on the second working day before the Annual General Meeting, either in the registered share account held by the Company or in the bearer share accounts held by an authorized intermediary. The registration of bearer shares in the share records held by the authorized intermediary is evidenced by a shareholding certificate issued by the said intermediary. Shares and voting rights 5.1.2.3 Shares are registered in an account according to the provisions and terms established by law. Fully paid-up shares are in either registered or bearer form, at the discretion of their owner. However, shares that are not fully paid-up must be in registered form. Each shareholder has as many votes as he or she owns shares, subject to the provisions below. Since April 3, 2016, pursuant to Article L. 225-123 of the French Commercial Code, as amended by Law no. 2014-384 of March 29, 2014 (the so-called Florange Law), unless provided otherwise in the Renault articles of association adopted subsequently to the promulgation of the Florange Law, a voting right double to that conferred to other shares is automatically attributed to all fully paid up shares for which proof of registration is provided for at least two years in the name of the same shareholder. At December 31, 2020, 108,310,457 Renault shares held double voting rights, representing around 36.6% of the share capital and around 69.7% of the voting rights that may be exercised in Renault’s Annual General Meeting at that date. The double voting right automatically ceases for any share that has been converted to a bearer share or undergone a transfer of ownership, subject to any exceptions provided for by law. Free shares resulting from the capital increase, earnings or other paid-in capital are entitled to double voting rights from their date of issue if they are attributed on account of shares already enjoying such rights. In addition, treasury shares do not carry voting rights. At December 31, 2020, the theoretical number of voting rights was 404,032,741. In view of the 4,548,199 Treasury shares and the 44,358,343 shares held by Nissan Finance Co., Ltd. (see chapter 5.2.6.1 below), all of which are deprived of voting rights, the total number of exercisable voting rights as at December 31, 2020 was 310,777,856. Identifiable bearer shares 5.1.2.4 The Company is authorized to make use of the appropriate legal provisions for identifying shareholders having immediate or future voting rights in its own Shareholders’ Meetings. Shareholding disclosures 5.1.2.5 In addition to the legal requirement for shareholders to inform the Company if they hold certain percentages of its share capital or voting rights, every shareholder or fund management company that comes into possession of a number of shares above 2% of the share capital or voting rights, or a multiple of this percentage representing less than or equal to 5% of the share capital or voting rights, shall inform the Company of the total number of shares held. Such disclosure shall be made by registered letter with return-receipt within a time period set forth in a Conseil d’État decree, starting from the date of registration of the shares that brought the shareholder’s interest up to or beyond the threshold. In excess of 5%, the aforementioned disclosure requirement applies to 1% fractions of the share capital or voting rights. For the purposes of determining the thresholds described above, indirectly held shares or equity equivalents held as defined by the provisions of Articles L. 233-7 and L. 233-9 of the French Commercial Code will also be taken into account. The declarer must certify that the said declaration includes all shares held or owned as per the provisions of the preceding paragraph, and must indicate the acquisition date(s). The disclosure requirement applies in the same manner if the holding of shares falls below any of the aforementioned thresholds, 2% or 1% as applicable. If the conditions described above are not complied with, any shares exceeding the fraction that should have been declared shall be deprived of its voting rights at any Shareholders’ Meetings held in a period of two years following the date of due notification, in so far as this is requested at the meeting by one or more shareholders who together hold at least 1% of share capital. Threshold crossings in 2020 In 2020, the Company received declarations for the crossing of the legal threshold of 5% of the voting rights, alternately upwards and downwards, from BlackRock, Inc., acting on behalf of clients and funds under its management. BlackRock’s most recent notification, dated August 18, 2020, indicated that it held 4.54% of the Company’s share capital and 3.32 of its voting rights.