General meetings

Any shareholder can take part in the General Meeting irrespective of the number of shares they possess.

Proof of the right to participate in the General Meeting

The right to participate in the General Meeting is proved by the recording of the shares in an account in the name of the shareholder or the registered intermediary on the shareholder’s behalf as of April 24, 2017 at midnight Paris time, either in the registered share accounts held by Société Générale or in the bearer shares accounts held by the authorized intermediary account holder.

The recording of the shares in the bearer shares account held by an authorized intermediary is established by a certificate of participation issued by the intermediary in the Annex to the distance voting form or the proxy, or when the admission card is requested established in the shareholders name or on behalf of the shareholder represented by the registered intermediary. Certificates are also delivered to shareholders who wish to physically attend the General Meeting and who have not received an admission card by the second working day prior to the General Meeting at midnight Paris time.

Terms for participating in the General Meeting

A shareholder can participate in the General Meeting in several ways. The shareholder can (1) attend personally or (2) participate remotely by giving a proxy to the Chairman or any other individual or legal entity the shareholder chooses, or by returning the postal voting form.

1. Shareholders who wish to attend the General Meeting personally:

-        A registered shareholder must request an admission card from Société Générale – Meetings Service – 32 Rue du Champ de Tir, BP 81236, 44312 Nantes Cedex 3 (fax:+33(0)2.51.85.57.01). If the shareholder has not received the card by the second working day before the General Meeting, the shareholder can go directly to the reception desk on the day of the Meeting with an identity document.

-        Bearer shareholders must ask the authorized intermediary that manages their securities account for an admission card to be sent to them.

2. Shareholders who do not wish to attend the meeting personally but who would like to vote by mail or be represented by giving a proxy to the Chairman, their spouse or partner with whom they have concluded a civil partnership agreement or to any person can:

-       For registered shareholders: Return the single voting form by mail, or vote by the proxy sent to the shareholder with the convening notice, to the following address: Société Générale – Meetings Service – 32 Rue du Champ de Tir, BP 81236, 44312 Nantes Cedex 3;

-       For bearer shareholders: Request this form from the intermediary who manages your securities, starting from the date the General Meeting is convened. The single form for voting by post or by proxy must be accompanied by a certificate of participation issued by the financial intermediary and returned by the latter to the following address: Société Générale – Meetings Service – 32 Rue du Champ de Tir, BP 81236, 44312 Nantes Cedex 3.

The application for voting forms must be sent to Société Générale via the shareholders financial intermediary at least six days before the scheduled date for the meeting i.e. April 20, 2017.

Only the voting forms that have been properly completed received by Société Générale at the above address at least three days before the date planned for the meeting i.e. on April 23, 2017 at the latest, accompanied by the participation certificate issued by the authorized intermediaries for bearer shares will be taken into account.

Pursuant to the provisions of Article R. 225-79 of the French Commercial Code, the notification of the name and the revocation of a proxy can be made by email as follows:

 -        Registered shareholders must send an email to the following address: ag2017@onxeo.com stating his last name, first name, address and Société Générale identifier for registered shareholders (information available in the top left-hand corner of one’s account statement) or the shareholder’s identifier with his financial intermediary for registered shareholders as well as the last name, first name, and address of the designated or revoked proxy;

-        Bearer shareholders must send an email to the following address: ag2017@onxeo.com stating his last name, first name, address, and bank references as well as the last name, first name, and address of the designated or revoked proxy. The shareholder must then ask the financial intermediary who manages his share account to send a written confirmation to Société Générale, Meetings Service, BP 81236, 32 Rue du Champ de Tir, 44312 Nantes Cedex 03.

So that the appointments or revocations of mandates, duly signed and completed, can be validly taken into account, they must arrive at the Company or Société Générale at the latest on:

-        The day before the meeting i.e. April 25, 2017 before 3 p.m. (Paris time) for notifications by email;

-        At least three days before the date of the meeting i.e. April 23, 2017 for notifications by post.

It is specified that any shareholder who has already voted, sent a proxy or requested an admission card or a certificate of participation:

-        Cannot choose any other method of participation;

-        Can transfer all or some of his shares at any time. If the transfer occurs before April 24, 2017 at midnight Paris time the Company will invalidate or modify, depending on the case, the postal vote, the proxy, the admission card or the certificate of participation. To this end, the authorized account intermediary will inform the Company or its agent of the transfer, and send it the necessary information.

Requests to enter draft resolutions or items on the agenda

Requests to enter draft resolutions or items on the agenda of the General Meeting that satisfy the conditions of Articles L.225-105, R.225-71 and R.225-73 of the French Commercial Code presented by shareholders must, in accordance with the statutory provisions, arrive at ONXEO, 49, Boulevard du Général Martial Valin, 75015 Paris, by registered letter with acknowledgment receipt or by email on the 25th day before the date of the General Meeting at the latest.

Such requests must be accompanied by an account recording certificate proving that the authors of the request either possess or represent the percentage of capital required by Article R.225-71 mentioned above. In addition, the examination by the General Meeting of the points or draft resolutions filed by the shareholders under the regulatory conditions is subject to the authors of the request transmitting a new certificate justifying the account recording of the shares under the same conditions on the third working day before the meeting.

The text of the draft resolutions presented by the shareholders and the list of items added to the agenda at their request will be put on line on the Company’s website www.onxeo.com, if they satisfy the above conditions.

Written questions

All shareholders can submit written questions. These questions must be sent:

-        To the registered office at 49, Boulevard du Général Martial Valin, 75015 Paris, by registered letter with acknowledgment receipt addressed to the Chairman of the Board of Directors,

-        To the following email address ag2017@onxeo.com,

 four working days at the latest before the General Meeting i.e. April 20, 2017, accompanied by a certificate of registration either in the registered share account or in the bearer share account held by the authorized intermediary.

Shareholders’ right to information

All the documents and information stipulated in Article R.225-73-1 of the French Commercial Code can be consulted on the Company’s website at www.onxeo.com from the 21st day prior to the General Meeting.

GM 2017

To access the Danish shareholders’  proxy portal – click here

Onxeo_AGM2017_Convening_documents

This brochure includes :

-          Report of the Board of Directors, which includes the agenda of the Annual General Meeting  ;

-          Text of the resolutions ;

-          Activity Summary Report ;

-          Request for the sending of additional documents ;

-          Methods of participating in the General Meeting

Onxeo_AGM2017_Convening_Notice_as-published-on-170322

Onxeo_AGM2017_Shares and voting rights as at 170322

Onxeo_AGM2017_Shareholders’ Handbook

Onxeo_AGM2017_Voting_form_(Euronext) BILINGUAL

Onxeo_AGM2017_Sample_Documents_Proxy_vote_Danish_Shareholders

Onxeo_AGM2017_BOD-members-list

Onxeo_AGM2017_BOD_applicants-Candidats-Conseil_BILINGUAL

Onxeo_AGM2017_IFRS_accounts_2016

Onxeo_AGM2017_Auditors_Reports_IFRS_Accounts

Onxeo_AGM2017_French_GAAP_accounts 2016

Onxeo_AGM2017_Auditors_Reports_Accounts_FR_GAAP

Onxeo_AGM2017_Management report 2016_EN

Onxeo_AGM2017_Auditors_Reports_Related_parties_agreements

GM 2016

GM April 6, 2016 – Minutes

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