Annual General Meeting
How to take part in the Annual General Meeting?
The Annual General Meeting of the L'Oréal shareholders will be held on Tuesday 21 April 2020 at 10.00 a.m. (Paris time) at the Palais des Congrès de Paris - 2, place de la Porte Maillot - 75017 Paris, France.
In the context of COVID-19 and following the authorities' announcement on 13 March 2020 of the ban on gatherings of more than 100 people, L'Oréal offers its shareholders the possibility of following the full retransmission and live from its Annual General Meeting from the Palais des Congrès on the website www.loreal-finance.com.
For their own safety, shareholders are advised to avoid travelling. There will be no gifts, no breakfast, no stands.
In accordance with AMF recommendations (AMF press release in French), shareholders can cast their vote, without being physically present, prior to the General Meeting by correspondence or by Internet.
Shareholders are invited to regularly consult the section dedicated to the General Meeting on the website www.loreal-finance.com.
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 Friday 17 April 2020, at zero hour (Paris 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 free post 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 Planetshares website, using his access codes as explained in the paragraph on “Internet voting” in the section below “If you are unable to attend the Annual General Meeting”.
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. This certificate must include all the following items:
- Shareholder's identification,
- Number of shares held,
- Date of closure of this position (2 working days before the AGM),
- Name of the issuer,
- Identification and date of the AGM,
- Legal notice of the issuing bank (name, address, RCS, Paris trade and companies registry),
- Signature of the bank, name and job title of the signatory,
A certificate cannot be issued more than 2 working days before the AGM.
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 two working days before the AGM, i.e. by Friday 17 April 2020 at zero hour, 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 Tuesday 14 April 2020, at midnight (Paris time). In order to be valid, this form, duly filled in and sent using the attached free post envelope, must then be received by BNP Paribas Securities Services no later than Friday 17 April 2020, 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.
The secure site “https://planetshares.bnpparibas.com” and the “Votaccess” service will be open from Wednesday 1 April 2020. The possibilities of voting via Internet before the AGM will no longer be possible from the day before the AGM, Monday 20 April 2020 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.
- Holders of registered shares:
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 transaction is settled before Friday 17 April 2020 at zero hour (Paris 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 transfer of ownership carried out after Friday 17 April 2020 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.
R. 225-79 of the French Commercial Code now makes it possible to revoke a proxy who has previously been appointed. The proxy given for an Annual General Meeting can be revoked in the same forms as are required to appoint the proxy.
The person giving the proxy must send the service Assemblées Générales (Annual General Meetings Department) of BNP Paribas Securities Services a letter giving the name of the Company and the date of the Annual General Meeting, the surname, first name, address and registered share account number (or bank account details for bearer shareholders) of the person giving the proxy where applicable and the surname, first name and, if possible, the address of the proxy. Holders of bearer shares must mandatorily ask the institution that is the custodian of their shares to send written confirmation to the service Assemblées Générales, BNP Paribas Securities Services – CTS Assemblées Générales – Les Grands Moulins de Pantin 9 rue du Débarcadère – 93761 Pantin Cedex. Appointments or revocations of proxies sent in on paper must be received no later than 3 calendar days prior to the date of the Annual General Meeting, namely at the latest Friday 17 April 2020 at midnight (Paris time).
DIRECTLY REGISTERED SHAREHOLDER OR REGISTERED SHAREHOLDER WHOSE SHARES ARE MANAGED BY A FINANCIAL INTERMEDIARY:
The shareholder will have to make his request on PlanetShares website: https://planetshares.bnpparibas.com by logging in with his/her usual identifiers and password. On the home page, he/she will have to click on «Participate in the Annual General Meeting», then follow the indications shown on the screen.
If the financial intermediary is connected to Votaccess:
The shareholder will have to log in to his/her financial intermediary’s “Stock market” (“Bourse”) portal and access his/her securities account or share savings account in order to access the “Votaccess” portal. Then follow the instructions appearing on the screen.
If the financial intermediary is not connected to Votaccess:
- the shareholder will have to send an email to the following address: [email protected] This email must mandatorily contain the following information: name of the Company and date of the Annual General Meeting, last name, first name, address, bank account details of the person granting the proxy and the last name, first name and, if possible, the proxy’s address;
- the shareholder will mandatorily have to ask the financial intermediary which manages his/her securities account to send written confirmation to the Service Assemblées Générales of BNP Paribas Securities Services – CTS Assemblées Générales – Grands Moulins de Pantin – 9 rue du Débarcadère – 93761 Pantin Cedex.
Only notifications of appointment or revocation of proxies may be sent to the above-mentioned e-mail address and any request or notification made to this address for another purpose will not be taken into consideration and/or processed.
In order for appointments or revocations of proxies made by e-mail to be validly taken into consideration, the confirmations must be received at the latest on the day before the Annual General Meeting, namely on Monday 15 April 2020 at 3 p.m. (Paris local time).