I have owned L'Oréal shares for several years, but I do not receive any documents from the company and I am not invited to attend Shareholders' Meetings. Why is this?
You are almost certainly a "bearer" shareholder. Only "registered" shareholders receive all the documents sent out to shareholders as their names appear in the company's books.
If you wish to remain a bearer shareholder but would still like to receive regular information about the group, we advise you to:
- sign up for our service of e-mail alerts in order to be immediately informed of major corporate events
- subscribe to our Letter and order the documents you are interested in (Annual Report, etc.) by contacting us by telephone, by e-mail or by post.
- consult the loreal-finance.com website.
In order to be able to participate in an Annual General Meeting, if you are a bearer shareholder, we recommend that you ask your financial intermediary for a certificate proving that you are a shareholder at the date of the request. Your financial intermediary will then send this certificate to BNP Paribas Securities Services which will send you your entrance card.
How can I obtain information on L'Oréal's results?
In order to be immediately informed of major corporate events, you can sign up for our system of e-mail alerts.
Financial analyst meetings and Annual General Meetings are also accessible on the website under the Presentations and webcasts section.
The calendar of shareholder meetings can be found in the Shareholders' corner/Key dates.
Financial press releases can be found in the section on Regulated Information
I do not live in the Paris area. Are any meetings with L'Oréal arranged other than at the group's headquarters?
Of course. You can meet the L'Oréal shareholder relations team at meetings arranged all over France. The programme for 2013 includes meetings in Bordeaux, Lille, Rennes, Strasbourg, Toulouse as well as Brussels. All the dates of meetings for shareholders can be found in the Shareholders' Corner/Key dates.
I would like to ask someone in the shareholder services department a question. How can I contact you?
You can use either of the following two phone numbers:
- our toll-free line which is specially intended for communications with shareholders:
Toll-free number: 0800 66 66 66 for calls from fixed phones in France.
From abroad : 33 1 40 14 80 50.
- the telephone number of Jean Régis Carof, Director of Shareholder and Market Authority Relations: 33 1 47 56 82 65
Finally, you can also send us an e-mail using the "Your contacts" section .
How can I obtain an Annual Report or a Registration Document?
The Annual Report and the Registration Document can be read or downloaded in the section L'Oréal in 2012 / Annual Report 2012.
If you would prefer to receive a hard copy, please fill in the Order Form.
Why don't you have a Shareholders Club?
L'Oréal has no shareholders club in the same sense as other listed companies.
However, if you register your shares with L'Oréal, you can benefit from the numerous advantages which other companies reserve only for members of their shareholder club (visit the section Registered Shares and Loyalty bonus in the Shareholders' corner).
Do you take part in any fairs?
For several years now, we have been taking part in the Actionaria shareholder fair. The last Actionaria fair was held at the Palais des Congrès in Paris on November 23 & 24, 2012. Click here for the dates of forthcoming shareholder events.
How can I become a member of the L'Oréal Shareholder Consultation Committee?
If you would like to become a member of the Shareholder Consultation Committee (SCC), we invite you to read the Internal Rules of the Committee (in French) and complete the questionnaire. The SCC is composed of 18 members, half of whom are renewed every year. If you decide to complete the form, your application could be accepted and studied during the next renewal of terms of office.
What are the differences between a bearer securities account, a pure registered securities account and a managed registered securities account?
Since 1984, French companies' shares have been "dematerialised", i.e. they are recorded electronically in a securities account and are no longer evidenced by a hard copy certificate. Securities may be held in two forms:
- Bearer shares: when the name of the owner is not disclosed to the issuing company. However, they are not anonymous since they appear in the account managed by the financial intermediary.
- Registered shares: when the name of the shareholder appears in the books kept by the issuing company, which makes it easier for the company to communicate with its shareholders. These shares may be in either of two forms:
- "Managed registered" shares: Management of the securities account is entrusted to a financial intermediary. The financial intermediary charges for this service.
- "Pure registered" shares: The securities are entered directly and solely in the books of the issuing company, which is in charge of the administrative management of the shares (usually via its authorised agent). This service is paid for by the company.
See the advantages of registered shares (Registered shares and Loyalty bonus).
What are the differences between "pure registered shares" and "managed registered shares"?
The differences between "pure registered shares" and "managed registered shares" are as follows:
- Custody fees or account maintenance costs: no fees are charged to the shareholder for "directly registered shares" (paid for by the Issuer) while custody fees are charged for "managed registered shares" (you should ask your financial intermediary for prior information on the applicable charges).
- The custodian: in the case of "managed registered shares", the custodian may be chosen by the shareholder, while for "directly registered shares", the custodian is the issuer itself or its authorised agent (i.e. BNP Paribas Securities Services for L'Oréal).
What are the advantages and disadvantages of each of the methods for holding shares?
Trading on the stock market is "easy" and immediate
Freedom of choice of financial intermediary
Simplified portfolio management (possibility of grouping together all securities)
Payment of custody fees
No systematic communication by the issuing company
Need to obtain a certificate for attendance at shareholders' meetings
|MANAGED REGISTERED SHARES|
Freedom of choice of financial intermediary
Simplified portfolio management (possibility of grouping together all securities)
The issuing company regularly sends various corporate communications, and notice of shareholders' meeting
Payment of custody fees (these may be increased)
Possibility of longer operational times being required due to the complexity of circulation of information media (statement of registered references - bordereau de références nominatives - BRN) between the issuing company, Euroclear and the custodian
|DIRECTLY REGISTERED SHARES|
No custody fees are payable
No transfer fee from bearer shares to directly registered shares (L'Oréal will meet the cost up to a maximum of 50 euros, on presentation of the corresponding receipt).
The company regularly sends various corporate communications, as well as notice of shareholders' meetings
Preferential brokerage rate
Impossibility of having only one securities account in the event of simultaneous management of several securities
How can I purchase or sell shares if I have a pure registered share account?
In order to carry out a stock market trade via your Registered Current Account (Compte Courant Nominatif - CCN), you must have completed and signed a contract for stock market services (click here to download a model of such contract in PDF format). As soon as this contract has been accepted, any shareholder may purchase or sell L'Oréal shares by providing BNP Paribas Securities Services with instructions using any of the following methods:
- online: on the secure website Planet Shares, dedicated to directly registered shareholders: planetshares.bnpparibas.com
- By mail : fill in that form and send it at the following address:
Service Actionnaires L'Oréal - BNP Paribas Securities Services
Service Emetteurs, Grands Moulins de Pantin, 9 rue du Débarcadère, 93761 Pantin Cedex, France
- By telephone to the toll-free number: 0.800.66.66.66 or +33 1 40 14 80 50 from abroad
- By fax to: 33 (0)1 55 77 34 17
N.B.: any trade order placed by telephone must be confirmed in writing within 48 hours (click here to download a model of such document in PDF format - in French).
You will be required to provide the following mandatory information in order to place a trade order (without this information, your trade order may be rejected):
- your surname, first name and address
- the name of the share and the ISIN code
- the nature of the trade order (purchase or sale)
- the quantity of shares concerned
- the trade execution price: market price, limited price (in such a case, the price should be specified), best limit price
- date of validity of the trade order: exact day or end of the month
- date and your signature
Finally, the fees and taxes applicable to trade orders for L'Oréal shares are as follows:
- Brokerage fee: 0.15% exclusive of taxes of the gross amount of the trade with a minimum of €6.10 + VAT at a rate of 19.6% for residents of France and 8.5% for residents of French Overseas Departments (Départements d'Outre Mer - DOM).
- Bank fees: €7.62 + VAT at a rate of 19.6% for residents of France and 8.5% for residents of French Overseas Departments (Départements d'Outre Mer - DOM).
- Since August 1, 2012, there is an additionnal tax on financial transactions of 0.2%.
How can I register my shares?
Shares are never registered automatically. You have to expressly ask your financial intermediary to register them in writing.
You can register them as:
- either "directly registered shares": in which case you should send a letter to this effect to your custodian (click here to download the order form). The shares will be delivered to the issuing company in order to be registered as "directly registered shares". N.B.: L'Oréal will meet the cost of transfer fees up to a maximum of 50 euros, on presentation of the corresponding receipt..
- or as "managed registered shares": in which case your shares will be kept in the custody of your financial intermediary; your financial intermediary will inform L'Oréal that the shares have been registered as "managed registered shares".
I am having difficulties connecting to the PlanetShares website. What should I do?
→ If you are a bearer shareholder:
Unfortunately, PlanetShares is only reserved for registered shareholders.
→ If you are a registered shareholder:
Check the login and password which was sent to you by BNP Paribas Securities Services.
If the problem persists, please call + 33 1 40 14 80 50.
Why is a preferential dividend of 10% offered to holders of registered shares?
This loyalty bonus falls within the scope of our policy to reward all our shareholders who agree to accompany the group over the long term. It is not only aimed at individual shareholders but also concerns institutional investors who wish to make a long-term investment.
How can shareholders benefit from the loyalty bonus?
In order to benefit from the preferential dividend of +10%, you must have held direct or managed registered shares for at least two years. This preferential dividend applies up to a limit of 0.5% of nominal capital per shareholder. The first preferential dividend was paid in 2012, corresponding to the dividend for 2011, for holders who have continually held direct or managed registered shares from December 31, 2009 until the date of payment of the dividend following the Annual General Meeting for 2012.
To convert your shares to:
- Direct or managed registered shares: click here to download the request form
In order to receive the loyalty bonus, do the shares have to be converted to direct registered shares?
No, it is sufficient for them to be managed registered shares. The financial intermediary managing your share account must inform BNP Paribas Securities Services of any change in your position.
How do you check whether shareholders have held their shares for two years?
The bank managing the registered share accounts, BNP Paribas Securities Services, keeps a record of the continuity of the positions of holders of direct registered shares which it manages directly. For holders of managed registered shares, it contacts all the financial intermediaries concerned asking them to provide an attestation with regard to the continued position of the accounts of their clients over the two years prior to payment of the dividend.
What amount will the loyalty bonus represent for a shareholder who is able to fully benefit from this provision?
On the basis of the dividend paid for 2012 : €2.30 – this would represent:
€2.30 +10% = €2.53 per share. (According to French law, the dividend is rounded down to the nearest cent).
What is the amount of the dividend payment made to shareholders owning over 0.5% of share capital?
If they have held their shares as registered shares for over two years, these shareholders will receive a preferential dividend for the fraction of the shares they hold amounting to 0.5% of the share capital at the closing date of the previous fiscal year. For the fraction exceeding 0.5%, the dividend received will be the normal dividend paid to all shareholders.
For example: A shareholder owning 6,000,000 shares (i.e. around 1% of the share capital of L'Oréal) would receive a preferential dividend for 3,033,225 shares (which represent 0.5% of the share capital) and an ordinary dividend for the rest (2,966,775 shares).
On what stock market(s) is the L'Oréal share traded?
The L'Oréal share is listed on the Paris Stock Market, on Eurolist Compartment A. The share is eligible for the deferred settlement service (Service de Règlement Différé).
Since the commencement of the European directive called "MIF" ("Marchés d'intruments financiers" - financial instruments markets).
Unsponsored ADRs (American Depositary Receipt) circulate freely in the United States at the initiative of several banks working in the USA.
When was the L'Oréal share first listed on the stock market?
The L'Oréal share was first quoted on the stock market on 8 October 1963.
What is the breakdown of L'Oréal's share capital?
At December 31, 2012, L'Oréal's share capital is held as follows:
- Mrs Bettencourt and her family: 30.50%,
- Nestlé: 29.30%,
- Public: 38.48%,
- Treasury stock: 1.72%.
What are the L'Oréal share codes?
- ISIN: FR0000120321
- Loyalty bonus code:
dividend + 10%: FR0011149590 (Shares held in registered form and which already benefit from the loyalty bonus).
dividend +10% in 2014: FR0011147487
dividend +10% in 2015: FR0011356229
- NYSE Euronext: OR.PA
- Bloomberg: OR:FP
- Reuters: OREP.PA
- Datastream: F:OR@F
- Mnémo: OR
On what indexes is the L'Oréal share listed?
The main stock indexes on which the L'Oréal share is listed are as follows: CAC 40, Euronext 100, DJ Euro Stoxx 50.
What percentage of these indexes does the L'Oréal share represent?
At 31 December 2012, the percentage represented by the L'Oréal share was:
- 3.66% for the Cac 40
- 3.92% for Euronext 100
- 1.59% for DJ Euro Stoxx 50.
What proportion of L'Oréal's share capital is made up of floating shares?
At 31 December 2012, floating shares represented 38.48% of L'Oréal's capital. This figure can be broken down as follows:
- International institutional investors (24.50%),
- French institutional investors (8.27%),
- Individual shareholders (4.99%)
- Employees (0.72%).
What is the amount of the dividend proposed to the AGM on April 26, 2013?
The Board of Directors has decided to propose that the Annual General Meeting of Shareholders of April 26, 2013 should approve a dividend of €2.30 per share, an increase of +15% compared with the dividend paid in 2012.
This dividend was paid on May 10, 2013 (ex-dividend date May 7 at 0:00 a.m.).
Over the past 10 years, the dividend paid has multiplied by 3.6, increasing from €0.64 for the 2002 financial year to €2.30 for the 2012 financial year (an overall increase of +259%).
The rate of distribution of the company's profits has also grown significantly and regularly: it has risen from 29.1% of the results in 1997 to 46.8% of the results in 2012.
For registered shareholders, a preferential dividend of +10%, i.e. €2.53, was paid to shareholders whose shares have been held in registered form continuously for at least 2 years.
What is the history of dividends paid?
For many years, the Board has proposed to the Annual General Meeting a dividend that has increased strongly and regularly as a reflection of the continual improvement in your group's results. To obtain details of the evolution of dividends, as well as the dividend distribution rate, click here.
What are the taxes applicable to dividends paid in 2012?
A) for individual shareholders who are tax resident in France:
New system of taxation of dividends
The 2013 Finance Act substantially changes the conditions of taxation of the dividends received by individuals who are tax resident in France as from January 1, 2013.
It abolishes the optional flat-rate levy and mandatorily makes dividends subject to the progressive personal income tax rate schedule as from January 1, 2013.
- Taxation according to the progressive rate schedule takes place after applying the 40% tax deduction which is unchanged.
- The fixed annual deduction of €1,525 (or €3,050 in the case of joint taxation) was however abolished as from January 1, 2012.
It introduces a mandatory withholding at source, which does not fully discharge the tax liability of the person concerned, applicable at the rate of 21% to all dividends and similar distributions from French or foreign sources as from January 1, 2013.
- This withholding is made via an advance payment on personal income tax: it may be offset against the amount of income tax due and paid in respect of the year in which the income is received, any potential surplus amount being refundable.
- Taxpayers whose reference tax income for the next to last year is lower than €50,000 (for individuals filing a tax return for their own income only) or €75,000 (for taxpayers whose income is taxed jointly) may apply for an exemption from payment of this withholding. This request for exemption is made, under the taxpayer’s responsibility, through the production of a sworn statement to the taxpayer’s bank managing his/her L'OREAL shares, stating that his/her reference tax income is lower than the above amounts. This request must be made by November 30 at the latest of the year prior to that of payment of the income concerned. As a transitional measure, for income received in 2013, the application must be made by March 31, 2013 at the latest and will be effective for income paid as from the date on which it is made.
- The mandatory withholding does not apply to income from securities held within the scope of a stock savings plan (PEA).
- Employee savings schemes (PEE) are also not concerned by this measure.
The conditions of application of the social withholdings (CSG, CRDS, social levy and additional contributions) are as follows:
- From 2013 onwards, the social withholdings (currently amounting to a total rate of 15.5%) will be levied at source for all distributed income (whether eligible for the 40% tax deduction or not) from French or foreign sources.
- Due to the mandatory taxation of dividends according to the progressive personal income tax rate schedule, the CSG applicable to them is partially deductible.
* As from the time of taxation of income for 2013, the CSG paid in respect of the distributed income subject to the mandatory withholding of 21% therefore becomes partially deductible from taxable income for the year of its payment.
* The rate of partial deductibility of the CSG on income from capital taxed according to the progressive personal income tax rate schedule is reduced from 5.8% to 5.1% (rate currently applicable to income from activities) starting from the income in 2012.
B) for individual shareholders who are not tax resident in France:
The applicable taxation will depend on the shareholder’s place of tax residence and whether (or not) his/her State of tax residence has signed a bilateral tax treaty with France aimed at limiting double taxation.
- When France has signed a tax treaty with the shareholder’s country of tax residence, the amount of the net dividend paid is calculated on the basis of the documents sent by the bank that manages his/her L'OREAL shares:
* Subject to withholding tax at a rate of 30%,
when no document is presented before the dividend payment date, or
* Subject to withholding tax at a rate of 21% (subject to application of more favourable provisions provided for by international tax treaties), when the shareholder is domiciled in a European Union Member State or a State which is a part to the European Economic Area Agreement having entered into an administrative assistance treaty in order to fight against tax fraud and evasion with France,
on condition that the shareholder requests it and sends the bank managing his/her L'OREAL shares, prior to the dividend payment date, a certificate of tax residence (form No. 5000), completed and signed by him/her and initialled by the tax authorities of his/her country of residence; or
* Subject to withholding tax at a reduced tax treaty rate,
if the shareholder sends the bank managing his/her L'OREAL shares, prior to the dividend payment date, a certificate of tax residence (form No. 5000), completed and signed by him/her and initialled by the tax authorities of his/her country of residence (simplified procedure).
- When France has not signed a tax treaty with the shareholder’s country of residence, the withholding tax rate is 30% without any possibility of recovery.
The tax treaty form (No. 5000 + Annexe No. 5001) and its explanatory notice (No. °5000 NOT) can be downloaded online from the www.impots.gouv.fr website in the French, English, German, Spanish, Italian and Dutch languages.
If the shareholder submits a tax treaty form (composed of form No. 5000 + Annexe No. 5001) after payment of the dividend by December 31 at the latest of the second year following the year of receipt of the income, an amount will be paid to him/her corresponding to the differential between the tax initially withheld at a rate of 30% and the applicable tax treaty rate (refund procedure).
The mandatory withholding on dividends paid outside France in a Non-cooperative State or Territory (NCST) is maintained and continues to provide complete exemption from the tax due in France for non-tax residents. The 2013 Finance Act provides for an increase in this withholding up to 75% as from January 1, 2013.
What are the taxes applicable to capital gains on sale realised as from January 1, 2012?
1) for individuals who are tax resident in France:
New tax treatment for capital gains
Save exceptions, capital gains on the sale of marketable securities and share rights realised in 2012 by individual French tax residents are taxed at the flat rate of 24% (instead of 19%), which leads to an increase in the total tax burden to 39.5% in light of the social withholdings of 15.5%.
From 2013 onwards, different rules of taxation are provided for depending on whether the capital gains are realised by investors or business creators (managers holding at least 10% of the capital of the company whose shares are being sold):
- For individual investors, capital gains on sale realised as from January 1, 2013 will be taxed according to the progressive personal income tax rate schedule as well as being subject to the social withholdings at a rate of 15.5% (including 5.1% in deductible CSG).
In order to attenuate the progressive nature of this taxation, a tax deduction mechanism depending on the holding period is put in place to take into account the length of time for which the transferor has held the shares.
- A progressive proportional deduction mechanism depending on the length of the holding period of the shares has been introduced. Capital gains on the sale of securities realised as from January 1, 2013 by individuals will be subject to the progressive personal income tax rate schedule after application of a deduction depending on the holding period:
- 20% deduction if the shares are held for 2 to 4 years;
- 30% deduction if the shares are held for 4 to 6 years;
- 40% deduction if the shares are held for over 6 years.
In order to calculate the deduction, the holding period is computed as from the date of acquisition of the shares.
2) for individuals who are not French tax residents:
Save exceptions, individuals (or legal entities) who are not tax resident in France are exempt from tax on capital gains realised in France on the sale of marketable securities or share rights of a company that is subject to French corporate income tax and has its registered office in France.
- Substantial shareholdings (+25% of the rights to the company’s profits); the fixed rate of taxation is increased from 19% to 45% as from January 1, 2013.
- Where the transferor is an individual or an organisation domiciled, established or incorporated outside France in a Non-cooperative State or Territory (NCST), the French Finance Act for 2013 provides for an increase in the withholding from up to 75% as from January 1, 2013.
What is the share value that should be reported for the purposes of French wealth tax?
You can choose to use:
- the closing trading price for the last stock market trading session in the previous year, i.e. €104.90 on December 31, 2012, or
- the average of the last 30 days’ closing prices for 2012: €104.29.
How can I receive information on the dates of the AGM?
At least 35 days prior to the date of the AGM, L'Oréal publishes a notice of the meeting in the French official bulletin of legal notices (Bulletin des Annonces Légales Obligatoires - BALO) to inform its shareholders of the holding of an AGM. This notice contains, inter alia, the agenda for the AGM and the text of the resolutions to be put to the vote. The agenda and the text of the resolutions are not however final at this stage.
At least 15 days before the meeting is to be held, a notice inviting shareholders to attend the meeting is published in the BALO and in a journal of legal notices (journal d'annonces légales - JAL). It is sent to registered shareholders by post. This notice specifies the date, place and time, the methods of participation in the meeting and the agenda.
Other means are also at your disposal to keep you informed about the holding of an AGM:
- Financial notices published by L'Oréal in the economic and financial press, which provide advance information on the date and time of the AGM and all the necessary information which will enable you to obtain an entrance card,
- The Shareholders Service Office (Toll-free number: 0800 66 66 66 for calls from fixed phones), +33 1 40 14 80 50 from abroad,
- The website specifically intended for shareholders: www.loreal-finance.com (see the Shareholders' corner).
How can I attend the AGM?
In order to provide you with easy access to the AGM, we recommend that you obtain an entrance card prior to the meeting and that you bring it with you to the meeting:
- if you are a registered shareholder: this entrance card can be obtained from BNP Paribas Securities Services at the following address:
Service Actionnaires de L'Oréal - BNP Paribas Securities Services - G.C.T. Émetteurs - Assemblées - Grands Moulins de Pantin, 9 rue du Débarcadère, 93761 Pantin Cedex, France.
- if you are a bearer shareholder: you should contact your financial intermediary. You must first of all ask for a certificate proving that you are a shareholder at the date of the request. The intermediary will then send this certificate to BNP Paribas Securities Services which will send you your entrance card.
How can I vote at the AGM?
If you are unable to attend the AGM in person, you will have the choice between 3 different possibilities for voting as provided for in the form sent with the file for the AGM:
1) Voting online on the secured website: Planet Shares. If you are a registered shareholder, use the identifier number and the password you usually use to consult your account on the GISNOMI website. If you are a bearer shareholder, contact the institution that is the custodian of your shares, to ask for a certificate of participation in order to vote online.
2) Voting by mail: In order to vote by mail, please fill in the box next to the words "Je vote par correspondance" (I wish to vote by mail) and then fill in the boxes next to any resolutions with which you are not in agreement.
3) Giving a proxy to the Chairman: As the owner of the shares, you only have to date and sign at the bottom of the form, without filling in anything else. This means that you wish to vote in favour of all the draft resolutions presented or approved by the Board of Directors and vote against all the draft resolutions that may potentially be presented to counter its proposals.
4) Giving a proxy to your spouse, or to anyone else you choose: You should then check the appropriate box, and give the surname and first names or corporate name of the proxy appointed.
Whatever method of voting you choose, and regardless of whether you are the holder of bearer or registered shares, you should send at least three days before the AGM your duly completed, dated and signed form to:
Service Actionnaires de L'Oréal - BNP Paribas Securities Services - G.C.T. Émetteurs - Assemblées - Grands Moulins de Pantin, 9 rue du Débarcadère, 93761 Pantin Cedex, France.
How should I proceed if I have not had time to obtain my entrance card?
If you have not received your entrance card in time for the AGM, you may nevertheless attend such meeting:
- If you are a registered shareholder, you will simply be required to provide proof of your identity at the shareholder admission desk (registered shareholders counter).
- If you are a bearer shareholder, you may obtain admission by providing a certificate of holding issued by your financial intermediary, together with your identity papers.