Introduction & General Information
What are the different forms of General Shareholders’ Meetings?
What are the different forms of General Shareholders’ Meetings?
  • These are mainly defined by their purpose and respective areas of intervention, as set out in the agenda.
 
Annual General Meeting (AGM) 
  • This meeting is held annually with the aim of reporting on the accounts of the previous financial year and of setting the dividend and payment conditions. It appoints, renews and dismisses directors and statutory auditors, and ratifies any co-opting of directors by the Board. The meeting also reports on the agreements signed between the company and those associated with it. Decisions must be approved by a simple majority vote cast by the shareholders present or represented at the meeting.
 
Extraordinary General Meeting (EGM) 
  • This meeting is convened each time a decision must be made that would modify the company statutes, particularly in terms of increases or reductions in capital. Decisions must be approved by a majority of two thirds of the shareholders present or represented at the meeting.
 
Combined Annual General Meeting (Combined AGM) 
  • This meeting combines the two previous meetings (AGM and EGM) on the same date, and under the same convening notice.
 
What are the different ways of holding shares?
  • Bearer shareholders hold shares that are not registered with the issuer but are placed in an account with an intermediary and are therefore freely transferable.
  • Registered shareholders hold shares that are registered with the issuer (the company), which has custody of them. In non-listed companies, all shares are registered. In companies whose securities are listed on the stock market, only some shares are registered.
 

Video

2016 Financial results
Denis Kessler, Chairman and Chief Executive Officer at SCOR comments SCOR's 2016 financial results

SCOR Full Year 2016 Financial Results - Denis Kessler - Chairman and Chief Executive Officer at SCOR

PRACTICAL INFORMATION

Date 

27 April 2017

10.00 am

 

Location

SCOR SE
5, avenue Kléber
75795 Paris Cedex 16
France.

 

Access map Add to cart

 

 

Documents related to the 2017 General Meeting
Preparatory information and documents for the 2017 GM (Article R.225-73-1 of the French Commercial Code):
Convening notice to the 2017 GM
2016 Financial statements
Board of Directors' reports
Reports by the Chairman of the Board of Directors
Statutory auditor's reports

  • Statutory Auditors’ Report on the draft resolutions submitted to the AGM (in French):
  1. Resolutions 14 to 19 Add to cart
  2. Resolution 20 Add to cart
  3. Resolution 21 Add to cart
  4. Resolution 22 Add to cart
  5. Resolution 23 Add to cart

 

The documents listed under Article R.225-73-1 of the French Commercial Code will be available starting from March 22, 2016, on SCOR website at www.scor.com under the “Investors– Annual General Meetings” section.

The shareholders may also obtain, within the statutory deadline, a copy of all documents referred to in Articles R. 225-81 and R. 225-83 of the French Commercial Code by sending their request to:

 

BNP Paribas Securities Services
CTS Assemblées Générales
Les Grands Moulins de Pantin 
9 rue du Débarcadère
93761 Pantin Cedex, France

 

or

 

SCOR’s Investors Relations Department
investorrelations@scor.com

 

In accordance with the law, all documents that must be submitted to the General Meeting will be made available to shareholders, at the registered office of the Company from the date of publication of the notice relating to the General Meeting.

Any written questions that shareholders may ask must be sent to the registered office of the Company by registered mail, return receipt requested, addressed to the Chairman of the Board of Directors (Immeuble SCOR, 5, avenue Kléber, 75795 Paris Cedex 16), or by e-mail (actionnaires@scor.com), at least four (4) business days before the date of the general shareholder’s meeting (i.e. April 21, 2016). Such written questions must be accompanied by a certificate confirming the registration of shares (attestation d’inscription), either in the registered share accounts held by BNP Paribas Securities Services, or in the bearer share accounts held by the authorized intermediary.

 

 

 

2016 DIVIDEND

The proposed dividend for fiscal year 2016 is EUR 1.65 per share, fully payable in cash.

The coupon date will be set at 2 May 2017 and the dividend will be paid on 5 May 2017.

 

 

How to take part and vote in SCOR's General Meeting
Who can attend or vote?
Any shareholder, regardless of the number of shares he or she owns, may attend this General Meeting in person, vote by post or designate a proxy to vote on their behalf.
 
Pursuant to Article R. 225-85 of the French Commercial Code, the right to participate in the General Meeting is subject to formal registration of shares in the name of the shareholder or of the authorized intermediary acting on their behalf (pursuant to Article L.228-1 of the French Commercial Code), by T-0 (Paris Time) on the second (2nd) working day preceding the General Meeting (i.e., Monday April 25, 2017), either in the registered share accounts held by the Company (or by its agent), or in the bearer share accounts held by the authorized intermediaries in accordance with Article L.211-3 of the French Financial and Monetary Code. 
 
Only those shareholders fulfilling the conditions set forth in the aforementioned Article R.225-85 on the date of the General Meeting will be eligible to participate.
 
The formal registration of the shares in the bearer share accounts held by the authorized financial intermediaries is confirmed by a participation certificate (attestation de participation) issued by the intermediaries (or electronically, as the case may be) under the conditions provided for in Article R.225-85 of the French Commercial Code (with reference to Article R.225-61 of the same Code), which is annexed to:
 
  • the postal voting form;
  • the proxy voting form;
  • the request for an entry card (carte d’admission) under the name of the shareholder or on behalf of the shareholder represented by the registered intermediary.
 
How to obtain the required form?
The present convening notice includes, for holders of registered shares, a form for postal or proxy voting or for requesting an entry card (carte d’admission). 
Holders of bearer shares must contact the financial intermediary through which their shares are registered in order to obtain a postal or proxy voting form or to request an entry card (carte d’admission).
How to attend the General Meeting?

Attending the General Meeting (1)
 

Shareholders wishing to attend this General Meeting in person should tick box “A” on the form and return their application for an entry card (carte d’admission) dated and signed:
For holders of registered shares: directly to BNP Paribas Securities Services (or, on the day of the General Meeting, the holders of registered shares can also go directly to the counter specifically created for this purpose with an identity document), 
For holders of bearer shares: to their authorized financial intermediary. In any case, the holder of bearer shares will have to attach a participation certificate (attestation de participation).
A certificate is also issued to any shareholder wishing to take part in person in the General Meeting and who has not received his or her entry card (carte d’admission) at T-0 (Paris Time) on the second (2nd) working day prior to the General Meeting (i.e. Monday April 25, 2016).
Any shareholder not attending the General Meeting in person may choose one of the three following options:
 

To grant a proxy without appointing an identified agent (2)
 

The shareholder must tick box “B”, date and sign the bottom of the form. In this case, the proxy will be granted to the Chairman of the General Meeting who will vote in favor of the draft resolutions presented or approved by the Board of Directors and vote against the approval of all the other draft resolutions.

 

To grant a proxy to another shareholder, to his or her spouse or civil union (PACS) partner or to any other natural or legal person (3)
 

The shareholder can designate a proxy who will agree to vote as instructed by the shareholder.
The shareholder must, tick box “B“ on the form and then the box « Je donne pouvoir à » (“I hereby appoint”), specify the identity of his or her agent, then date and sign the bottom of the form.
The appointment or removal of a proxy can also be electronically submitted to the Company via the VOTACCESS dedicated secure website of the General Meeting by following the procedure hereinafter described.

 

To vote by post (4)
 

The shareholder must tick box “B” and then the box « Je vote par correspondance » (“I vote by post”), specify his or her vote for each resolution without forgetting the box « amendements ou résolutions nouvelles » (“amendments or new resolutions”) and then date and sign the bottom of the form.
 
How to fill in the form?
If you have any problems filling in your form, please do not hesitate to download our tutorial: How to fill-in the form ? Add to cart
 
NOTICE: Please be aware that you cannot send back both a proxy form and a postal vote form. Moreover, any shareholder who has already voted by post, issued a proxy or made a request for an entry card (carte d’admission) or participation certificate (attestation de participation) as described above will no longer have the possibility of choosing another means for participating in General Meeting. Nevertheless, such shareholder shall retain the right to transfer the ownership of all or some of his shares in the meantime (see section 9/ below “What happens in the event of a transfer of shares prior to the General Meeting?”).
When and where can the form be sent back by postal service?
Duly completed and signed postal and proxy voting forms or requests for entry cards (cartes d’admission) shall be received by 3 pm (Paris Time) on the day preceding the General Meeting at the latest (i.e. April 26, 2017):
 
  1. For holders of registered shares: to BNP Paribas Securities Services, CTS Assemblées, Les Grands Moulins de Pantin, 9 rue du Débarcadère, 93761 Pantin - Cedex, France; or
  2. For holders of bearer shares: to their financial intermediary as soon as possible, in order to allow this intermediary to transfer the form in due time to BNP Paribas Securities Services, an institution appointed by SCOR SE and centralizing the Meeting for which every institution holding SCOR SE securities has been designated as "domicile", accompanied by a participation certificate (attestation de participation).
If you have not received or if you have mislaid your unique postal and proxy voting or your request for entry card (carte d’admission) form, it is available upon request at BNP Paribas Securities or it can be downloaded on the company's website www.scor.com under the “Investor Relations – Shareholders – Combined General Meeting 2016” section. The form may then, be sent back to BNP Paribas Securities, at the address and within the delay mentioned above, along with a certificate of registration of SCOR shares (attestation d’inscription en compte).
 
NOTICE: Shareholders are advised not to wait until the day prior to the General Meeting to vote in order to avoid potential saturation and to allow for the processing time of the forms (and, when relevant, to account for potential delays in sending and receiving the entry cards (cartes d’admission)).
 
How to request an entry card (carte d’admission) online?
Shareholders wishing to attend this General Meeting in person can also make a request for an entry card (carte d’admission) electronically, via the VOTACCESS secure platform that will be open from April 7, 2017 as follows:
 
  • Holders of registered shares (either pure or administered registered shares):
Holders of registered shares should apply online using the VOTACCESS secure platform that is accessible on the Planetshares website at the following address: https://planetshares.bnpparibas.com.
 
Holders of pure registered shares will have to log onto the Planetshares website with the login credentials they normally use.
 
Holders of administered registered shares must log onto the Planetshares website with the identifying number located in the top right corner of their paper voting form. If the shareholder were to no longer have access to his or her identifying number and/or password, he or she may call the number +33 (0) 892 230 000.
 
After logging on, the holders of registered shares must follow the instructions provided on the screen in order to access the VOTACCESS website and request an entry card (carte d'admission). 
 
  • For the employees or former employees of SCOR holding shares resulting from the exercise of stock options or free allocations of shares and held at Société Générale Securities Services and CACEIS:
  1. Employees or former employees of SCOR holding shares resulting from the exercise of stock options or free allocations of shares held at Société Générale Securities Services: employees or former employees of SCOR holding shares resulting from the exercise of stock options or free allocations of shares held at Société Générale Securities Services may access the dedicated, secure website of the General Meeting by logging on to the Planetshares My Proxy website (https://gisproxy.bnpparibas.com/scor.pg) using the identifying number located in the top right corner of their paper voting form and an identification criterion which corresponds to the 8 last digits of their Société Générale Securities Services identifying number which is made up of 16 digits and appears on the top left corner of their Société Générale account statement. After logging on, shareholders must then follow the instructions on the screen in order to obtain their login password and then access the VOTACCESS dedicated secure website of the General Meeting and vote.
  2. Employees or former employees of SCOR holding shares: employees or former employees of SCOR holding shares as part of a company savings plan (PEE) managed by CACEIS, may access the dedicated, secure website of the General Meeting by logging onto the Planetshares My Proxy website (https://gisproxy.bnpparibas.com/scor.pg) using the identifying number located in the top right corner of their paper voting form and an identification criterion which corresponds to their SCOR Epargne Entreprise Internet account number at CACEIS. After logging on, shareholders must then follow the instructions on the screen in order to obtain their login password and then access the VOTACCESS dedicated secure website of the General Meeting.
After logging on, they must follow the instructions provided on the screen in order to access the VOTACCESS website and request an entry card (carte d'admission).
 
  • Holders of bearer shares:
Holders of bearer shares must make the necessary enquiries in order to know whether their account-keeping institution is connected to the VOTACCESS website and, if applicable, if the said access is subject to particular conditions of use.
If the account-keeping institution is connected to the VOTACCESS website, the shareholder will have to log onto the internet portal of its account-keeping institution with the username and password he or she normally uses. He or she will then have to click on the icon that appears on the line relating to his or her SCOR shares and follow the instructions provided on the screen in order to access the VOTACCESS website and request an entry card (carte d'admission).
Only the holders of bearer shares with an account-keeping institution that is connected to the VOTACCESS website will be able to vote via the internet.
 
NOTICE: Shareholders wishing to attend this General Meeting are advised to promptly request their entry cards (cartes d’admission) in order to avoid potential saturation and to account for the delays in sending and receiving the entry cards (cartes d’admission).
 
When to cast a vote or appoint a proxy online?
In accordance with the provisions of Article R.225-79 of the French Commercial Code, SCOR is also offering its shareholders the opportunity to submit their voting instructions, appoint or remove a proxy via the internet, on the VOTACCESS secured platform that will be open from April 7, 2017, under the following conditions:
 
  • Holders of registered shares (either pure or administered registered shares):
Holders of registered shares which are either pure or administered registered shares and who wish to vote on the Internet will access the VOTACCESS website through the Planetshares site at the following address: https://planetshares.bnpparibas.com with the login credentials they normally use. 
Holders of administered registered shares must log onto the Planetshares website using their identifying number which appears in the top right corner of their paper voting form. If the shareholders no longer have access to their identifying number and/or password, they may call +33 (0) 892 230 000.
After logging on, holders of registered shares must follow the instructions provided on the screen in order to access the VOTACCESS website and vote, or appoint or remove a proxy.
 
  • Employees or former employees of SCOR holding shares resulting from the exercise of stock options or free allocations of shares held at Société Générale Securities Services: 
Employees or former employees of SCOR holding shares resulting from the exercise of stock options or free allocations of shares held at Société Générale Securities Services may access the dedicated, secure website of the General Meeting by logging onto the Planetshares My Proxy website (https://gisproxy.bnpparibas.com/scor.pg) using the identifying number located in the top right corner of their paper voting form and an identification criterion which corresponds to 8 last digits of their Société Générale Securities Services identifying number which is made up of 16 digits and appears on the top left corner of their Société Générale account statement. After logging on, shareholders must then follow the instructions on the screen in order to obtain their login password and then access the VOTACCESS dedicated secure website of the General Meeting and vote.
 
  • Employees or former employees of SCOR holding shares: 
Employees or former employees of SCOR holding shares as part of a company savings plan (PEE) managed by CACEIS may access the dedicated, secure website of the General Meeting by logging in to the Planetshares My Proxy website (https://gisproxy.bnpparibas.com/scor.pg) using the identifying number located in the top right corner of their paper voting form and an identification criterion which corresponds to their SCOR Epargne Entreprise Internet account number at CACEIS. After logging on, shareholders must then follow the instructions on the screen in order to obtain their login password and then access the VOTACCESS dedicated secure website of the General Meeting.
 
  • Holders of bearer shares: 
Holders of bearer shares must make the necessary enquiries in order to know whether their account-keeping institution is connected to the VOTACCESS website and, if applicable, if said access is subject to particular conditions of use.
 
If the account-keeping institution is connected to the VOTACCESS website, the shareholder will have to log onto the internet portal of its account-keeping institution using the login credentials he or she normally uses. He or she will then have to click on the icon that appears on the line relating to his or her SCOR shares and follow the instructions provided on the screen in order to access the VOTACCESS website and vote, appoint or remove a proxy.
 
If an account-keeping institution is not connected to the VOTACCESS website, it is stated that the appointment or removal of a proxy may be notified electronically in accordance with the provisions of Article R.225-79 of the Code of Commerce as follows:
- the shareholder must send an email to paris.bp2s.france.cts.mandats@bnpparibas.com. This email must include the following information: name of the Company involved, date of the General Meeting, name, surname, address, bank details of the proxy as well as the name, surname and if possible the address of the shareholder;
- the shareholder must ask his or her financial intermediary managing his or her share account to send a written confirmation to Service Assemblées Génerales de BNP Paribas Securities Services – CTS Assemblées Générales – Les Grands Moulins de Pantin 9, rue du Débarcadère – 93761 Pantin Cedex.
 
Only the notifications of appointment or removal of proxies may be addressed to the aforementioned email address. Any other request or notification regarding any other matter will not be taken into account and/or processed.
 
NOTICE: The possibility, on the one hand, to vote, and on the other hand, to appoint or to remove a proxy online prior to the General Meeting will end on the day prior to the General Meeting (i.e., April 26, 2017), at 3 p.m., Paris time. 
Shareholders are however advised not to wait until the day prior to the General Meeting to log onto the website in order to account for potential delays in receiving the passwords and any potential website traffic problems.
 
What happens in the event of a transfer of shares prior to the General Meeting?
Any shareholder who has already voted by post, issued a proxy or made a request for an entry card (carte d’admission) or a participation certificate (attestation de participation) will no longer have the possibility of choosing a different method in order to participate in the General Meeting. Nevertheless, such shareholder shall retain the right to transfer all or some of their shares in the meantime. In this case:
 
  • if the transfer of ownership takes place before T-0 (Paris Time) on the second (2nd) working day prior to the General Meeting, the Company must invalidate or amend the postal vote cast, the proxy, the entry card (carte d’admission) or the participation certificate (attestation de participation) and, if the assigned shares are bearer shares, the authorized intermediary and account holder must, for this purpose, notify such transfer of ownership to the Company or to its agent and provide all necessary information;
  • if the transfer of ownership takes place after T-0 (Paris Time) on the second (2nd) working day prior to the General Meeting, it shall neither be notified by the authorized intermediary nor taken into account by the Company, notwithstanding any agreement to the contrary.
How and where to get the preparatory documents for the General Meeting?
All the documents listed under Article R.225-73-1 of the French Commercial Code, especially the documents to be presented at the General Meeting in accordance with Article R.225-83 of the French Commercial Code, are available on the SCOR website at www.scor.com, under the “Investors – General Meetings” section.
The shareholders may also obtain, within the statutory deadline, a copy of all documents referred to in Articles R. 225-81 and R. 225-83 of the French Commercial Code by sending their request to:
 
BNP Paribas Securities Services
CTS – Assemblées Générales
Les Grands Moulins de Pantin
9, rue du Débarcadère
93761 Pantin – Cedex
 
or
 
SCOR’s Investor Relations Department
 
In accordance with the law, all documents that must be submitted to the General Meeting will be made available to shareholders, at the registered office of the Company from the date of publication of the notice relating to the General Meeting.