Credit Agricole Sa: The Combined General Meeting of Crédit
AgricoleS.A. will be held on 12 May 2021 without the physical
presence of its shareholders
Montrouge, 25 March 2021
The Combined General Meeting of Crédit
Agricole S.A. will be held on 12 May 2021 without the physical
presence of its shareholders
At its meeting of 10 February 2021, the Board of
Directors of Crédit Agricole S.A., after noting the difficulties in
predicting the health situation in France on 12 May 2021, gave its
Chairman full authority to decide to hold the Company’s General
Meeting behind closed doors and to arrange for the dissemination of
the necessary corrective information with respect to the Meeting
Notice for shareholders.
As of the date of this publication, the Chairman
of the Board of Directors has determined that:
- there are still administrative measures limiting or banning
travel or large gatherings due to health concerns, such as amended
decree no. 2020-1310 of 29 October 2020, which sets out the blanket
measures required to deal with the Covid-19 pandemic under the
public health state of emergency;
- the Maison de la Mutualité falls within the scope of
application of provisions relating to Public-access buildings,
referred to in the aforesaid amended decree of 29 October
2020;
- it would be impossible to comply with the protective measures
and distancing rules laid down in the aforesaid amended decree of
29 October 2020 at a traditional Crédit Agricole S.A. general
meeting, which typically involves a gathering of nearly 900
people;
- by decree issued on 9 March 2021, the French Government has
extended, from 1 April to 31 July 2021, the exceptional measures
relating to the holding of general meetings and the functioning of
governance bodies in the context of the coronavirus pandemic;
- considering the pandemic status alert level in the
Ile-de-France region, it seems unlikely that the situation will
return to normal, to an extent that would guarantee the absence of
any health risk for the shareholders gathered at the Maison de la
Mutualité, within the next two months.
In the light of the foregoing, the Chairman has
decided to hold the Combined General Meeting of Crédit Agricole
S.A. of 12 May 2021 at the Maison de la Mutualité, located at 24
rue Saint-Victor, Paris 5th arrondissement, without the physical
presence of shareholders or any other persons entitled to attend
the meeting.
The Notice of the meeting published the 24 March
2021, in the Bulletin des Annonces Légales Obligatoires (BALO),
mentions the location and time of the General Meeting as determined
by the Board at its meeting on 10 February 2021 and states, in
particular, the exceptional processes for shareholder participation
in the General Meeting of 12 May 2021. These processes are subject
to regulatory provisions as well as the recommendations issued by
the Autorité des Marchés Financiers in the exceptional context of
the fight against the Covid-19 pandemic.
To ensure that, under these extraordinary
circumstances, shareholders are able to exercise their rights under
optimum conditions, shareholders shall notably be given the
opportunity to ask questions, by chat, which will be answered at
the meeting insofar as possible (the specific terms for organising
this chat will be clarified later in the meeting notice and/or
brochure). Shareholders are reminded that they will not be able to
vote by conference or video call, considering the technical
impossibility of doing so under satisfactory conditions.
Shareholders will therefore have to exercise their voting rights
prior to the General Meeting by mail-in ballot, online or through a
proxy as explained in the Meeting Notice.
The agenda for the Combined General Meeting is
provided in the Meeting Notice published in the BALO. The Meeting
will be organised in three parts: a first Extraordinary General
Meeting which will discuss changes to the Articles of Association
to allow the payment of dividends in shares; an Ordinary General
Meeting, followed by a second Extraordinary General Meeting. The
last meeting will mainly examine a proposal to change the Articles
of Association regarding the appointment of employee Directors,
submitted with the unanimous support from the Social and Economic
Committee.
The resolutions submitted to the Ordinary
General Meeting will mainly include the approval of the annual and
consolidated financial statements, the appropriation of net income
and setting the dividend amount, with the option of paying the
dividend in shares, subject to the approval of this possibility by
the EGM.
In addition to the resolutions on related-party
agreements and on compensation, there will be several other
resolutions on the appointment of new Directors to replace
Directors who have reached the age limit or whose terms of office
are not renewable.
These include: • Agnès AUDIER,
Senior Advisor at BCG, to replace Laurence DORS; • Marianne
LAIGNEAU, Chairwoman of the Enedis Management Board, to
replace Monica MONDARDINI; • Alessia MOSCA, of
Italian nationality, Lecturer in International Trade at Sciences Po
Paris, to replace Caroline CATOIRE;• Olivier
AUFFRAY, Chairman of the Crédit Agricole Regional Bank of
Ille et Vilaine, to replace Philippe de WAAL.
The following names will also be submitted to
the General Meeting for appointment as Directors:• Nicole
GOURMELON, Chief Executive Officer of Crédit Agricole
Atlantique Vendée, co-opted by the Board of Directors’ meeting of 1
October 2020 to replace Renée TALAMONA, who has claimed her
retirement rights; • Christophe LESUR, I.S. Risk
Management expert at Crédit Agricole Nord-Est, to the position of
Director representing employee shareholders, pursuant to the
amendments to the Articles of Association voted by the General
Meeting on 13 May 2020.
Lastly, a proposal will be submitted for the
renewal of the terms of office of:•Louis
TERCINIER, Chairman of Crédit Agricole Charente-Maritime
Deux-Sèvres;• SAS rue La Boétie, majority
shareholder of Crédit Agricole S.A., represented by Raphaël
APPERT, Chief Executive Officer of Crédit Agricole
Centre-Est.
All the resolutions can be found in the Meeting
Notice published in the BALO. The biographies of the Directors will
be detailed in the Meeting brochure.
In accordance with Article 8-1 of decree no.
2020-418 of 10 April 2020, the Board of Directors will appoint two
returning officers from among the ten shareholders holding the
highest number of voting rights as known to the Company on the date
of the Meeting Notice for the General Meeting.
We encourage you to visit the Company’s website
(www.credit-agricole.com) regularly and consult the page devoted to
the General Meeting. This page may be updated to clarify the
details of the final processes for participating in the General
Meeting, depending on mandatory health and/or legal restrictions or
their lifting, which if applicable, would allow the Company to hold
the General Meeting in the presence of shareholders.
Crédit Agricole S.A. press
contact
Charlotte de
Chavagnac +33 1 57
72 11
17
charlotte.dechavagnac@credit-agricole-sa.fr
See all our press releases at: www.credit-agricole.com -
www.creditagricole.info
Retail investor
contact
Freephone number:
0800 000 777credit-agricole-sa@relations-actionnaires.com
Institutional investor
relations contact
+ 33(0)1 43 23 04
31Investor.relations@credit-agricole-sa.fr
- EN_2021 03 25 Crédit Agricole SA - AG 12 mai 2021 PR
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