STATUTS_SAFT_GROUPE_JAN_2016_EN SAFT GROUPE S.A.


A joint-stock company (société anonyme) with a Management Board and a Supervisory Board

Share capital: €25,484,529

Registered office: 12 rue Sadi Carnot, 93170 Bagnolet, France Registered with the Bobigny Companies Registry under number 481 480 465


BYLAWS


The English-language version of these bylaws is a free translation from the original, which was prepared in French. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information expressed therein the original language version of the document in French takes precedence over this translation.


Legal Form


The Company is a joint-stock company (société anonyme) with a Management Board and a Supervisory Board, governed by French law, including the provisions of Book II of the French Commercial Code (Code de commerce).


ARTICLE 2


Corporate Purpose


The Company's purpose, directly and indirectly, and in any and all countries, is to:


  1. - Research, create, operate, manage and administer any and all types of business or commercial, industrial, real-estate or financial undertaking;


  2. - Acquire, rent, lease (either with or without an undertaking to sell), build and operate any and all types of factory, workshop, office or other premises;


  3. - Acquire, manage, operate, lease (either with or without a purchase option), and, to a lesser extent, sell, any and all capital goods, stationary or movable equipment, machines and tooling, as well as all forms of land, sea or air vehicles;


  4. - Directly or indirectly participate in all forms of transaction or undertaking by (i) setting up real-estate, commercial, industrial or financial companies, establishments or groupings, (ii) participating in the creation of such entities or (iii) injecting capital into existing companies;


  5. - Manage a portfolio of investments in equity and marketable securities as well as any related transactions or operations;


  6. - Own and manage any type of building;


  7. - Research, develop, manufacture, sell and lease any and all types of accumulators, electric storage and other batteries and their components, as well as all derivative applications, and generally any and all mechanical, electrical or electronic equipment that may contribute to the proper functioning thereof, as well as any and all products that may be manufactured therefrom; and to manufacture and sell any and all forms of electric or electronic materials;


  8. - Acquire, use, sell or transfer any and all patents, licenses, manufacturing processes and secrets, know-how, models or trademarks concerning the equipment and materials set out in paragraph 7 above; and


  9. - Generally conduct any and all transactions of an industrial, commercial or financial nature or involving real estate or other assets that relate directly or indirectly, in whole or in part, to any of the purposes set out above or to any similar or related purposes.


Company Name


The Company's name is:


SAFT GROUPE S.A.


In all deeds and documents issued by the Company, this name must always be preceded or followed by the words "a joint-stock company (société anonyme) with a Management Board and a Supervisory Board" (or "Société anonyme à directoire et conseil de surveillance" in French), and by the amount of the issued capital.


ARTICLE 4


Registered Office


The Company's registered office is located at 12, rue Sadi Carnot, 93170 Bagnolet, France. Upon decision of the Supervisory Board the registered office may be transferred to another location in the same département or a neighboring département subject to ratification by the next Ordinary Shareholders' Meeting. The transfer of the registered office to any other location is subject to a decision by an Extraordinary Shareholders' Meeting.


If the Supervisory Board decides to transfer the registered office in accordance with the law, the Management Board will be authorized to amend the bylaws accordingly.


ARTICLE 5


Term


The Company has been incorporated for a period of ninety-nine years but may be wound up in advance.


ARTICLE 6


Fiscal Year


The Company's fiscal year begins on January 1 and ends on December 31.


ARTICLE 7


Share Capital


The Company's share capital amounts to €25,484,529 divided into 25,484,529 shares with a par value of €1 each, all in the same class.


Amendments to the Company's Share Capital


The Company's share capital may be increased, reduced or redeemed in accordance with the provisions of the French Commercial Code.


ARTICLE 9


Payment for Shares


Shares subscribed for in cash are issued and paid up in accordance with the provisions of the French Commercial Code.


ARTICLE 10


Form of Shares


  1. - Fully paid-up shares may be held either in registered or bearer form, at the shareholder's discretion.


  2. - Other than in the case where shares are registered in the name of an intermediary in accordance with the applicable laws and regulations, evidence of share ownership is provided by the shares being recorded in the shareholder's name as follows: (i) For registered shares - in the share register held either by the Company or the Company's representative, and (ii) For bearer shares - in the register held by an accredited financial intermediary.


  3. - In order to identify the holders of bearer shares the Company may request the information provided for in Article L. 228-2 of the French Commercial Code from the central depository responsible for holding its securities account. Accordingly, the Company is entitled to request, at any time, in exchange for a fee, the name - or, in the case of corporate shareholders, the registered name -, nationality, year of birth - or, in the case of corporate shareholders, the year of incorporation - and address of holders of securities carrying immediate or deferred voting rights at Shareholders' Meetings, as well as the number of securities held in each case and details of any restrictions applicable to the securities concerned.


  4. - After reviewing the information provided by the central securities depository, if the Company believes that any individuals or legal entities included in the list manage securities accounts on behalf of the ultimate owners of the securities, it may contact such individuals or legal entities - either directly or through the depository - to obtain details of the identity of said ultimate owners. Any such individuals or legal entities acting in the capacity of intermediary are under the obligation to disclose the identity of the ultimate owners of the securities. The information is provided directly to the accredited financial intermediary that manages the Company's securities account, which is responsible for passing on said information either to the Company or the central depository, as applicable.

Saft Groupe SA issued this content on 08 February 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 08 February 2016 10:06:57 UTC