SOCIETE GENERALE : ANNUAL GENERAL MEETING AND BOARD OF DIRECTORS OF 22 MAY 2012

Paris, 22 May 2012

ANNUAL GENERAL MEETING AND BOARD OF DIRECTORS OF 22 MAY 2012

Annual General Meeting

The Annual General Meeting of Shareholders was held on 22 May 2012 at Paris Expo, Grande Arche of Paris La Defense, and was chaired by Frédéric Oudéa.

The quorum was established at 59.14% vs. 60.49 % in 2011:

• 841 shareholders attended the Annual General Meeting, 

• 438 shareholders were represented, 

• 5,407shareholders voted by post, 

• 6,018 shareholders, representing less than 2,6% of the capital, gave their proxy to the Chairman. 

• More than 30% of the votes have been posted on the Internet before the Annual General Meeting. 

All the resolutions put forward by the Board of Directors were adopted, in particular:

• the 2011 parent company and consolidated financial statements were approved, 

• two directors were renewed for a period of four years: Michel Cicurel and Nathalie Rachou, 

• two new directors were appointed for a period of four years: Yann Delabrière and Thierry Martel, 

• Deloitte et Associés and Ernst & Young were appointed as statutory auditors for a period of six financial years. 

The resolution presented by the shareholders to transform the Company's form of governance through the creation of an Executive Board and a Supervisory Board was rejected.

The voting results are detailed in the appendix.

Board of Directors

Upon the Nomination and Corporate Governance Committee's suggestion, the Board of Directors appointed Jean-Bernard Lévy as a member of the Nomination and Corporate Governance Committee and Compensation Committee in the place of Luc Vandevelde.

These committees comprise four directors, three of whom are independent: Cicurel, Folz (Chairman), Lévy and Wyand (non-independent).

 

SERVICE DE PRESSE LAETITIA MAUREL [phone] [e-mail]: mailto:[e-mail] NATHALIE BOSCHAT [phone] [e-mail]: mailto:[e-mail] ASTRID BRUNINI [phone] [e-mail]

ASTRI D BRUNINI + 33 50° 1 42 13 68 71 [e-mail]: mailto:[e-mail] HELENE MAZIER [phone] [e-mail]

SOCIÉTÉ GÉNÉRALE COMM/PRS 758886 PARIS CEDEX 18 SOCIETEGENERALE.COM SOCIÉTÉ ANONYME AU CAPITAL DE 970 099 988,75 EUR 552 120 222 RCS PARIS

 

 

Societe Generale

Societe Generale is one of the largest European financial services groups. Based on a diversified universal banking model, the Group combines financial solidity with a strategy of sustainable growth, and aims to be the reference for relationship banking, recognised on its markets, close to clients, chosen for the quality and commitment of its teams.

Around 160,000 employees, based in 77 countries, accompany more than 33 million clients throughout the world on a daily basis. Societe Generale' teams offer advice and services to individual, corporate and institutional customers in three core businesses:

• Retail banking in France with the Societe Generale branch network, Credit du Nord and Boursorama 

• International retail banking, with a presence in Central and Eastern Europe and Russia, in the Mediterranean basin, in Sub-Saharan Africa, in Asia and in the French Overseas Territories 

• Corporate and investment banking with a global expertise in investment banking, financing and global markets. 

Societe Generale is also a significant player in specialised financing and insurance, private banking, asset management and securities services.

Societe Generale is included in the main international socially-responsible investment indices: FTSE4Good, ASPI, DJSI World and DJSI Europe.

For more information, you can follow us on twitter @societegenerale or visit our website www.societegenerale.com.

Voting results

Number of shares making up the share capital: 776,079,991
Number of shares with voting rights: 745,773,200
Number of votes cast: 531,214,409

	Resolutions	For		Against		Abstention
		Votes	%	Votes	%	Votes	%
1	Approval of the parent company financial statements for the financial year 2011	529 053 010	99.60	1 449 567	0.27	711 832	0.13
2	Allocation of 2011 income	527 620 117	99.32	2 851 123	0.54	743 169	0.14
3	Approval of the consolidated financial statements for the financial year 2011	529 143 452	99.61	1 351 390	0.25	719 567	0.14
4	Regulated agreements and commitments	302 621 649	56.97	145 789 157	27.45	82 764 916	15.58
5	Renewal of the term of office of Michel Cicurel as a director	491 243 075	92.47	38 964 787	7.34	1 006 547	0.19
6	Renewal of the term of office of Nathalie Rachou as a director	520 795 291	98.04	9 437 064	1.78	976 243	0.18
7	Appointment of Yann Delabrière as a director	508 240 733	95.68	21 995 830	4.14	976 846	0.18
8	Appointment of Thierry Martel as a director	525 200 051	98.87	5 253 926	0.99	760 432	0.14
9	Appointment of Ernst & Young et Autres as Statutory Auditors	526 919 608	99.19	3 520 069	0.66	774 732	0.15
10	Renewal of the term of office of Deloitte et Associés as Statutory Auditors	527 192 835	99.25	3 211 684	0.60	809 890	0.15
11	Appointment of Picarle et Associés as Alternate Auditors	521 358 923	98.14	9 023 333	1.70	832 153	0.16
12	Appointment of BEAS as Alternate Auditors	521 344 951	98.14	9 071 674	1.71	797 784	0.15
13	Authorisation to buy back shares within the limit of 5% of the capital stock	525 125 048	98.85	5 468 288	1.03	621 073	0.12
14	Authorisation to increase capital, maintaining preferential subscription rights	427 799 979	80.53	102 671 550	19.33	737 859	0.14
15	Authorisation to increase capital without preferential subscription rights	440 862 902	82.99	89 589 897	16.87	756 589	0.14
16	Authorisation to increase the number of shares to be issued in the event of oversubscription in a capital increase decided	377 497 148	71.07	152 951 870	28.79	760 370	0.14
17	Authorisation to increase capital to pay for contributions in kind	385 923 485	72.65	62 545 553	11.77	82 740 350	15.58
18	Authorisation to issue complex debt securities other than shares that grant the right to securities allocation	524 904 258	98.81	5 529 400	1.04	775 730	0.15
	Resolutions	For		Against		Abstention
		Votes	%	Votes	%	Votes	%
19	Authorisation to increase capital or dispose shares reserved for Company or Group Savings Plan subscribers	369 511 742	69.56	161 076 880	30.32	620 766	0.12
20	Authorisation to allocate free, performance-based shares whether existing or to be issued	382 146 007	71.94	148 033 986	27.87	1 029 395	0.19
21	Authorisation to replace the financial performance condition of the "Allotment of Free Shares for All Plan" of 2 November 2010	472 507 766	88.95	58 071 186	10.93	630 436	0.12
22	Authorisation to cancel own shares held by the Company	501 536 343	94.42	28 914 019	5.44	759 026	0.14
23	Delegations of authority	527 553 867	99.31	2 979 590	0.56	675 931	0.13
A	Change in the form of governance	131 452 488	24.75	398 954 345	75.10	802 555	0.15

 

PR_ Societe Generale-Annual General Meeting & Board of Directors May 2:
http://hugin.info/143574/R/1614069/514117.pdf

---

This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients.

The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of the
information contained therein.

Source: SOCIETE GENERALE via Thomson Reuters ONE

HUG#1614069