07May08

Press release

Group

SCOR’s Combined General Meeting adopts all of the proposed resolutions by a wide majority

The agenda of SCOR SE’s Combined General Meeting of 7 May 2008 was held in Paris and chaired by Denis Kessler.

The agenda of SCOR SE’s Combined General Meeting of 7 May 2008, held in Paris and chaired by Denis Kessler, was as follows:
 
Concerning the Ordinary Shareholders’ Meeting
 
1. Approval of the annual accounts for the fiscal year ended December 31, 2007 – resolution approved by 98.85% of the votes;
 
2. Allocation of income and determination of the dividend for the fiscal year ended December 31, 2007 – resolution approved by 99.99% of the votes;
 
3. Approval of the consolidated accounts for the fiscal year ended December 31, 2007 – resolution approved by 98.59% of the votes;
 
4. Approval of the agreements referred to in the Statutory Auditors’ special report pursuant to Article L.225-38 of the French Commercial Code – resolution approved by 99.69% of the votes;
 
5. Approval of the agreement executed between the Company and Mr. Denis Kessler referred to in the Statutory Auditors’ special report pursuant to Article L.225-42-1 of the French Commercial Code – resolution approved by 75.34% of the votes;
 
6. Authorization granted to the Board of Directors in order to carry out transactions on the shares of the Company – resolution approved by 98.95% of the votes;
 
7. Renewal of the appointment of the firm Ernst & Young Audit as Principal Statutory Auditor – resolution approved by 99.93% of the votes;
 
8. Renewal of the appointment of the société anonyme Mazars & Guérard as Principal Statutory Auditor – resolution approved by 93.72% of the votes;
 
9. Appointment of the company Picarle et Associés as Alternate Statutory Auditor – resolution approved by 94.30% of the votes;
 
10. Appointment of Mr. Charles Vincensini as Alternate Statutory Auditor – resolution approved by 94.63% of the votes;
 
11. Ratification of the co-optation of Mr. Gérard Andreck to the position of director – resolution approved by 99.92% of the votes;
 
12. Powers of attorney to carry out formalities – resolution approved by 99.99% of the votes.
 
 
Concerning the Extraordinary Shareholders’ Meeting
 
13. Delegation of authority granted to the Board of Directors in the context of the provisions of Article L.225-129-2 of the French Commercial Code, for the purpose of deciding upon the incorporation of profits, reserves or premiums into the share capital – resolution approved by 99.97% of the votes;
 
14. Delegation of authority granted to the Board of Directors in accordance with the provisions of Article L.225-129-2 of the French Commercial Code, for the purpose of deciding on the issuance of shares and/or of securities granting access to capital or giving entitlement to a debt instrument, without cancellation of preferential subscription rights – resolution approved by 92.02% of the votes;
 
15. Delegation of authority granted to the Board of Directors in accordance with the provisions of Article L.225-129-2 of the French Commercial Code, for the purpose of deciding on the issuance of shares and/or of securities granting access to capital or giving entitlement to a debt instrument, with cancellation of preferential subscription rights – resolution approved by 87.79% of the votes;
 
16. Authorization granted to the Board of Directors for the purpose of increasing the number of shares issued in the event of over-subscription to the share capital increase, with or without cancellation of preferential subscription rights – resolution approved by 89.91% of the votes;
 
17. Authorization granted to the Board of Directors for the purpose of the issuance of shares and/or securities granting access to the Company’s capital or giving entitlement to a debt instrument, as remuneration for shares contributed to the Company in the context of any public exchange offer launched by the Company or of any contributions in kind within a limit of 10% of the share capital – resolution approved by 90.82% of the votes;
 
18. Authorization granted to the Board of Directors for the purpose of the reduction of the share capital by cancellation of treasury shares – resolution approved by 99.98% of the votes;
 
19. Authorization granted to the Board of Directors in order to grant options to subscribe to and/or purchase shares in favour of salaried employees and corporate representatives – resolution approved by 86.22% of the votes;
 
20. Authorization granted to the Board of Directors in order to attribute ordinary shares of the Company at no cost to salaried employees and Company representatives – resolution approved by 77.04% of the votes;
 
21. Delegation of authority to the Board of Directors in order to carry out an increase in share capital by the issuance of shares reserved for the members of savings plans (plans d’épargne), with cancellation of the preferential subscription right to the benefit of such members – resolution approved by 93.34% of the votes;
 
22. Aggregate ceilings of the capital increases – resolution approved by 91.46% of the votes;
 
23. Powers of attorney for the completion of formalities – resolution approved by 99.98% of the votes.
 
The Combined General Meeting adopted all of the proposed resolutions by a wide majority.
 

Contact

Marie-Laurence Bouchon

Group Head of Communications

+33 (0)1 58 44 75 43

mbouchon@scor.com

 

Ian Kelly

Head of Investor Relations

+44 203 207 8561

ikelly@scor.com