Annual Report 2017

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Rothschild & Co | Annual Report 2017 65
1. Overview
4. Financial statements
3.
Management report
2. Business review
4.3 “Dutreil” agreements (pactes Dutreil)
The following agreements, falling within the scope of the Dutreil Act and concluded or still in force in 2017, were communicated to the Company:
Governed by Date of signature Collective
commitment to
retain shares
% of share
capital and voting
rights covered
by agreement
Signatories who hold the quality of
corporate officer within the meaning of
Article L. 621-18-2 of the French Monetary
and Financial Code(1)
Agreement
2012.9
CGI Art. 885 I bis
(ISF)
20 Dec. 2012 Six years from
registration date
(i.e., 27 Dec. 2018)
Over 20% of
share capital
and voting rights
• Rothschild & Co Gestion SAS, Managing Partner
• David de Rothschild, Chairman of Rothschild &
Co Gestion SAS, Managing Partner
Agreement
2012.11
CGI Art. 885 I bis
(ISF)
27 Dec. 2012 Six years from
registration date
(i.e., until 28 Dec.
2018)
Over 20% of
share capital
and voting rights
• Rothschild & Co Gestion SAS, Managing Partner
• David de Rothschild, Chairman of Rothschild &
Co Gestion SAS, Managing Partner
• Eric de Rothschild, Chairman of the
Supervisory Board
• François Henrot, non voting member of the
Supervisory Board
Agreement
2017.1
CGI Art. 787 B
(transmission)
7 July 2017 Two years from
registration date
(i.e., until 7 July 2019)
• Rothschild & Co Gestion SAS, Managing Partner
Agreement
2017.2
CGI Art. 787 B
(transmission)
8 Dec. 2017 Two years from
registration date
(i.e., until 12 Dec. 2019)
Over 20% of
share capital
and voting rights
• Rothschild & Co Gestion SAS, Managing Partner
• David de Rothschild, Chairman of Rothschild &
Co Gestion SAS, Managing Partner
(1) As of this report.
4.4 Other shareholders’ agreements
Within the context of the Group’s reorganisation in June 2012 approved by
the shareholders at the General Meeting held on 8 June 2012(1) lock-up
agreements were concluded. In this context, shareholders’ agreements
were signed with the contributor shareholders, not members of the
Enlarged Family Concert, which contributed their interests in Rothschild &
Compagnie Banque SCS and their shares in Financière Rabelais SAS.
The contributors, not members of the Enlarged Family Concert, of interests
in Rothschild & Compagnie Banque SCS and shares in Financière Rabelais
SAS are under an obligation to hold all the Rothschild & Co shares received in
exchange for their contributions for lock-up periods ranging from 1 to 18 years
and also have an obligation to notify Rothschild & Co and Rothschild Concordia
SAS before any sale of said shares. Some of these agreements, which concern
natural persons occupying functions within the Group, grant Rothschild & Co a
call option on the shares in the event the shareholder ceases to occupy his/
her functions before the end of the applicable lock-up period.
(1) Detailed information on the Company’s reorganisation is provided in the Document E filed with the AMF on 16 May 2012 under registration No. E.12-019 and attached to the Executive Board’s
report presented to the General Meeting of shareholders on 8 June 2012. These documents are available on Rothschild & Co’s website .