Common use of Increase in capital Clause in Contracts

Increase in capital. The share capital is increased using all methods and in accordance with all terms and conditions provided for by law. The Extraordinary General Meeting, on the report of the Board of Directors, alone has the power to decide to make an increase in capital. In proportion to the amounts of their shares, the shareholders have a preferred subscription right to the shares for cash issued to carry out an increase in capital. The shareholders may individually waive their preferred rights. The right to allotment of new shares to shareholders, following the incorporation of reserves, profits or premiums into the capital, belongs to the bare owner, subject to the rights of the beneficial owner. To represent increases in capital, preferred shares can be created enjoying special rights in relation to all other shares, subject to legal provisions regulating voting rights. In the event of incorporation of reserves, profits or premiums, the Extraordinary General Meeting will rule under the quorum and majority conditions set out for Ordinary General Meetings. In the event of an increase in capital by incorporation of reserves or the allotment of free shares, the shares allotted pursuant to rights attached to the shares of a given category will be shares of the same category. In the event of an increase in capital in cash with preferred subscription rights, the shares subscribed upon exercise of the preferred subscription right attached to the shares of a given category will be shares of the same category. In other cases of an increase in capital, the general meeting deciding on the increase in capital will rule on the category of shares issued in remuneration of the increase in capital.