Number of issued shares at April 30, 2013
|Number of issued shares||300,219,278|
|Number of theoretical voting rights||300,219,278|
|Number of exercisable voting rights||296,029,882|
Statutory provisions concerning shareholders
Identification and monitoring of shareholders:
Articles 9 and the Company's following bylaws set the conditions under which the Board of Directors can or must decide either to reduce the 2% threshold (the current threshold) above which shares must be held in registered form to 10,000 shares, or to require all shares in the Company to be held in registered form. However, when the 40% share capital or voting right threshold has been passed by non-French shareholders, the Board of Directors must decide to reduce this 2% threshold to 10,000 shares. When the Company has published a notice informing shareholders and the public that non-French shareholders own, directly or indirectly, 45% of the Company's capital or voting rights, the Board of Directors must decide to make it mandatory for all Company shares to be held in registered form. The Company may at any time and at its cost submit a request to the organization responsible for the compensation of securities to provide full details regarding the identification of holders of Company securities conferring immediate or future entitlements to vote at its shareholder meetings, in addition to information on the quantity of securities held by each one of them. Furthermore, independently from the prescriptions applicable under Article L.233-7 of the Commercial Code, any private individual or corporate body, acting alone or in concert, acquiring directly or indirectly a number of shares corresponding to at least 0.5% of the Company's capital or voting rights or any multiple thereof, must notify the Company by registered mail with delivery receipt within 15 days of the date on which the threshold is exceeded. Notice must be given under the same conditions each time a further 0.5% of the capital and voting rights is crossed, up to 50%. Any shareholder, whose holding falls below one of the thresholds listed above must also inform the Company within the same deadline of 15 days and under the same conditions. Article 10 of the bylaws defines the information that must be provided to the Company by shareholders—both private individuals and corporate bodies—subject to the obligation to hold their shares in registered form. This information includes the nationality of the shareholder. Article 11 defines the conditions under which the Board of Directors may exercise its right to approve new shareholders.
Formal notice to sell and mandatory sale of shares:
Article 15 of the Company's bylaws stipulates the information that the Company must publish and distribute to inform the public that over 45% of the share capital or voting rights is held by shareholders who are not of French nationality. Based on this threshold, the Company will be entitled to launch procedures requiring the sale of shares in order to protect its nationality. Articles 15 and 16 respectively concern formal notices to sell and the mandatory sale of shares held in breach of regulations.
Notification of crossing of statutory shareholding threshold(s)
Pursuant to article 13 of Air France-KLM's articles of association, any person (individual or legal entity), acting individually or in concert and holding (directly or indirectly) 0.5% or more of Air France-KLM's share capital or voting rights (or any multiple of this percentage) is required to notify us within 15 days of the threshold having been crossed.
Any shareholder failing to comply with this obligation may be stripped of the voting rights attached to the undeclared portion of shares exceeding the threshold on the request of any shareholder or shareholders together holding at least 0.5% of Air France-KLM*'s share capital.
We would therefore be grateful if you could download, complete and return the form in respect of any crossing of the 0.5% threshold (or any multiple of this percentage) whether exceeding or falling below this threshold.
*In accordance with article L. 233-14 of the French Commercial Code and for a period of 2 years from notification.