Vilmorin & Cie - Annual report 2017-2018

Vilmorin & Cie and its SHAREHOLDERS 6 ANNUAL REPORT Vilmorin & Cie 222 2017-2018 6.1. Information on the Company 6.1. Information on the Company 6.1.1. Name, head office and administrative offices Name: Vilmorin & Cie. Head Office: 4 quai de la Mégisserie - 75001 Paris - France. Administrative offices: CS 20001 Saint-Beauzire - 63360 Gerzat - France. Jurisdiction: French jurisdiction. 6.1.2. Legal status Vilmorin & Cie is a “Société Anonyme” (limited liability company), with a Board of Directors, governed by the provisions of Book II of the French Commercial Code. 6.1.3. Date of creation and duration of the Company The Company was created on March 2, 1990 under the name of SSBP (Société de Services de la Branche Potagères & Fleurs) ; this name has been since changed as follows: Modification of name to Ceres (EGM June 27, 1990). Modification of name to Vilmorin & Cie (EGM June 29,1993). Modification of name to Vilmorin Clause & Cie (EGM December 9, 1997). Modification of name to Vilmorin & Cie (EGM July 3, 2006). Various other modifications to the by-laws have been adopted, and in particular the following: Modification of management system (EGM March 16, 1998), to adopt the system of Board of Directors, replacing the Board of Management and Board of Trustees. Modification of the by-laws in compliance with the French law of January 15, 2001 governing new economic regulations (EGM December 3, 2002). Update of the by-laws (EGM December 11, 2008). Update of the by-laws (EGM December 9, 2016). The duration of the Company is 99 years, unless it is extended or cut short by an Extraordinary General Meeting of the Shareholders. The by-laws may be consulted on the Company’s website www.vilmorincie.com . 6.1.4. Object of the Company Under the terms of article 2 of the by-laws, the object of Vilmorin & Cie is: to acquire a stake, and to participate in any company in which it thinks it may have an interest, to make rational and profitable use of the resources pooled by its subsidiaries and to take any civil or commercial measures for this purpose, to co-ordinate and develop the activity of its subsidiaries by setting up missions to provide them with monitoring and control, to provide its subsidiaries, or any other persons, with the means to improve their management, reduce their overheads and facilitate the distribution of their products, to carry out research on the subject of plants and all processes that can be applied to plant improvement and the development of new varieties, to exploit and sell any knowledge thus acquired, any patents, and any new plant varieties, in whatever form, directly or indirectly, or by granting a license for use or any other form, to acquire stakes in whatever form, interest and participation in any company, group or enterprise, whether French or of another nationality, which has a similar object or that is liable to help it develop its own business. In order to attain these corporate objectives, the Company may: create, acquire/sell, exchange, rent or let out, with or without a promise of sale, manage and run, directly or indirectly, any industrial or commercial establishment, any factory, any site or premises whatsoever, any furniture or equipment, obtain or acquire any patent, license, process and trademark, exploit them, create or contribute or grant any license to manufacture or produce in any country, and generally, carry out any operation of a commercial, industrial, financial nature, or regarding moving or fixed assets, that may be useful, whether directly or indirectly, to the corporate object, or contribute to its achievement. It may act, directly or indirectly, on its own behalf or on behalf of a third party, and either alone or in association, as a shareholder, or as a company, with any other company, or physical or moral entity, and proceed with operations that comply with its object, either directly or indirectly, whether in France or in another county, and in whatever form.