Annual General Meeting
How to take part in the Annual General Meeting?
The Annual General Meeting of the L'Oréal shareholders was held on Friday, April 26, 2013 at 10 a.m. at the Palais des Congrès de Paris - 2, place de la Porte Maillot - 75017 Paris, France.
All shareholders have the right to attend the annual general meeting regardless of the number of shares held or their way of custody (registered or bearer shares). The right to participate in the meeting is subject to the accounting registration of the shares no later than the third working day prior to the annual general meeting, namely on Tuesday, April 23, 2013, at zero hour (Paris local time).
To facilitate the shareholder’s admission to the AGM, it is recommended that the shareholder obtain, before the AGM, an entrance card as follows:
Holders of registered shares:
If the shareholder has not subscribe to the e-convocation, he automatically receives the participation form by post, which the shareholder must complete, stating that he wishes to attend the Annual General Meeting, and then return it using the attached postage-paid envelope.
It is now also possible for a registered shareholder to download his “e-entrance card” on his computer. To do so, the shareholder should simply visit the Planet Shares website, using his access codes as explained in the section below on “Internet voting”.
Holders of bearer shares:
The shareholder must contact the custodian of his shares, indicating that he wishes to attend the AGM, and request a certificate proving his shareholder status at the date of the request. The custodian will transmit the certificate to BNP Paribas Securities Services, the authorised agent of L’Oréal.
If the financial intermediary managing the shares offers the “Votaccess” service, the holder of bearer shares can download his “e-entrance card”, by connecting to his financial intermediary’s “stock market” (“Bourse”) portal.
If the shareholder has not received his admission card three working days before the AGM, he has simply to request a certificate of participation from the custodian of his shares (in the case of bearer shareholders), or to present himself directly at the AGM (in the case of registered shareholders).
On the day of the AGM, each shareholder must provide proof of his shareholder status and his identity during the registration process.
A shareholder unable to attend the AGM may cast his vote by correspondence or via Internet, either by voting, or sending a proxy form to the Chairman of the AGM, or sending a proxy form to any other person duly authorised for this purpose.
1. Postal voting:
For holders of registered shares, the participation form to be filled in is automatically attached to the convening notice. For holders of bearer shares, all requests must be sent to the custodian of their shares, which will transmit the participation form, together with a certificate of participation, to BNP Paribas Securities Services. Requests for postal voting forms will only be honoured if they are received before Friday, April 19, 2013, at midnight (Paris time). In order to be valid, this form, duly filled in and sent using the attached envelope, must then be received by BNP Paribas Securities Services no later than Tuesday, April 23, 2013, at midnight (Paris time).
2. Internet voting:
L’Oréal also offers its shareholders the possibility to vote via Internet, before the AGM, on a dedicated secure website, as follows:
Holders of registered shares:
Directly registered shareholders wishing to access the Internet site, before the AGM, must connect to the Internet site address indicated below, using the identifier and password they customarily use to consult their accounts on the PlanetShares website.
Managed registered shareholders can obtain their password by using the identifier in the top right hand corner of the participation form sent with the convening notice.
Holders of bearer shares:
Only the Holders of bearer shares whose financial intermediary managing the shares offers the “Votaccess” service for the AGM, will have access. The holders of bearer shares wishing to vote via Internet must connect to their financial intermediary’s “stock market” (“Bourse”) portal, using the identifier and password they customarily use to consult their accounts, and then access the “Votaccess” service. The access to the “Votaccess” platform via the financial intermediary’s portal may be submitted to specific conditions defined by the financial intermediary. Therefore, holders of bearer shares who wish to use this service are encouraged to contact their financial intermediary to get to know these specific conditions.
In both cases, the shareholder must follow the indications provided on the screen.
The secure site “https://planetshares.bnpparibas.com” and the “Votaccess” service will be open from Friday, April 5, 2013. The possibilities of voting via Internet before the AGM will no longer be possible from the day before the AGM, Thursday, April 25, 2013 at 3 p.m. (Paris time).
To prevent any possible overloading of the dedicated secure Internet site, it is recommended that shareholders should not wait until the day before the AGM to cast their vote.
Please note that any shareholder who has already cast a vote, applied for an entrance card or requested a certificate of participation (Article R. 225-85 of the French Commercial Code):
can no longer choose any other method of participation in the meeting;
has the possibility of selling all or part of his/her shares.
However, if the sale takes place before Tuesday, April 23, 2013 at zero hour (Paris local time), the Company will invalidate or modify accordingly, as the case may be, the vote cast, the proxy form, the entrance card or the shareholding certificate.
Accordingly, the authorised custodian notifies the sale to the company or to its authorised agent, and transmits to it the necessary information.
No sale and no operation carried out after Tuesday, April 23, 2011 at zero hour (Paris time) whatever the means used, will be notified by the authorised custodian or taken into consideration by the company, notwithstanding any agreement to the contrary.
Proxy
In accordance with the provisions of Article R225-79 of the French Commercial Code, it is now possible to designate or revoke an authorised agent by electronic means or by postal means. The authorised agent is thus revocable in the same forms as those required for the authorised agent’s designation. Designations and revocations of authorised agents expressed by electronic means will only be valid and taken into account if they are received no later than the day before the AGM, at 3 p.m. (Paris time). Authorised agent designations and revocations sent on paper must be received no later than 3 calendar days before the date of the AGM.