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239

2014 Registration Document

Information about the Company and the capital

7

Information on the capital

7.2

Information on the capital

7.2.1

Change in share capital

Capital increase

The Ordinary and Extraordinary General Shareholders’ Meeting of April 15,

2014, under its third resolution, resolved to offer each shareholder the

option of payment of the net dividend, to which the shareholder is entitled

by virtue of shares held, in the form of new Company shares.

The Company’s share capital was accordingly increased by a nominal

amount of €27,324,292.50 through the creation of 10,929,717 new

Company shares, which were fully paid up as of their issue, carry dividend

rights as of January 1, 2014 and rank

pari passu

with the other shares

in the Company’s share capital.

Following this increase, the share capital amounts to €1,837,284,772.50

(one thousand and eight hundred thirty-seven million, two hundred eighty-

four thousand, seven hundred seventy-two euros fifty cents). It is divided

into 723,984,192 shares of €2.50 each.

Shares not representing capital; number and main characteristics

None.

Amount of convertible or exchangeable securities or securities with

stock purchase warrants

None.

Information on the conditions governing any right of acquisition

and/or any obligation relating to unpaid share capital, or on any

undertaking to increase the capital

None.

Information on the capital of any member of the Group that is under

option or agreed, conditionally or unconditionally, to be put under

option, and the details of such options

None.

7.2.2

Summary overview of delegations of powers and authorities

concerning capital increases

Type

Amount

Duration

Expiration

Issue of shares and/or marketable securities with preferential

subscription rights maintained

W

Shares

€500 million

26 months June 23, 2015

W

Other marketable securities

€4,000 million

26 months June 23, 2015

Issue of shares and/or marketable securities with preferential

subscription rights cancelled (Public offer)

W

Shares

€90 million

26 months June 23, 2015

W

Other marketable securities

€720 million

26 months June 23, 2015

Issue of shares and/or marketable securities with preferential

subscription rights cancelled (Private investment)

W

Shares

€90 million

26 months June 23, 2015

W

Other marketable securities

€720 million

26 months June 23, 2015

Issue of shares and/or marketable securities to remunerate contributions-in-kind

granted to the Company in an amount of up to 10% of capital

10% 26 months June 23, 2015

Capital increase through capitalisation of reserves, profits, premiums

or otherwise

€500 million

26 months June 23, 2015

Capital increase for the employees who are members of a Company

savings plan shareholder waiver of preferential subscription right)

€35 million

26 months June 23, 2015

Issue of shares and marketable securities giving access to capital in the event

of a tender offer initiated by the Company for the securities of another listed

company with preferential subscription rights cancelled

W

Shares

€90 million

26 months June 23, 2015

W

Other marketable securities

€720 million

26 months June 23, 2015