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 May 22, 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. May 18, 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 May 20, 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. May 23, 2017 before 3 p.m. (Paris time) for notifications by email;

-          At least three days before the date of the meeting i.e. May 21, 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 May 22, 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.

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. May 18, 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.

GM 2016

GM April 6, 2016 – Minutes

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