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Kaufman & Broad SA AGM Information 2021

May 20, 2021

1458_iss_2021-05-20_7ae567b0-3370-4f9b-b8e3-3eed4cfd3c29.pdf

AGM Information

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COMBINED ORDINARY AND EXTRAORDINARY SHAREHOLDERS' MEETING MAY 6, 2021

Number of shareholders present or reprensented to the meeting : 372 Number of shareholder shares present or represented to the meeting : 18,042,479 Number of shareholder votes present or reprensented to the meeting : 22,256,952

GENERAL QUORUM reached

Resolutions
Result
Votes cast Exclusions For Against Forbearance
(in number and
proportion
(in number
and
proportion
(in number
and
proportion
(in number and
proportion
(in number and
proportion
of votes of votes of votes of votes of votes
cast) cast) cast) cast) cast)
RESOLUTIONS SUBMITTED TO ORDINARY SHAREHOLDERS' MEETING
1. Review and approval of the
statutory financial statements for
the fiscal year ended November
30, 2020
Adopted 22,256,952
83.10%
- 22,239,308
99.998%
540
0.002%
17,104
0.077%
2. Appropriation of earnings for the
fiscal year ended November 30,
2020
Adopted 22,256,952
83.10%
- 22,215,275
99.81%
41,540
0.19%
37
0.00%
3. Examination and approval of the
consolidated financial statements
for the fiscal year ended
November 30, 2020
Adopted 22,256,952
83.10%
- 22,239,308
99.998%
540
0.002%
17,104
0.077%
4. Review and approval of
agreements referred to in Article L.
225-38 of the Commercial Code
Adopted 22,256,952
83.10%
- 22,224,110
100.00%
540
0.00%
37
0.00%
5. Approval of the compensation
policy for the Chairman and Chief
Executive Officer
Adopted 22,206,452
82.86%
50,000
0.23%
22,046,453
99.28%
159,045
0.72%
1,454
0.01%
6. Approval of the remuneration
policy for directors
Adopted 22,256,452
83.09%
500
0.00%
22,198,640
99.74%
57,219
0.26%
593
0.00%
Resolutions Votes cast For Against Forbearance
Result (in number and
proportion
(in number
and
proportion
(in number and
proportion
(in number and
proportion
of votes of votes of votes of votes
cast) cast) cast) cast)
7. Approval of fixed, variable and
exceptional items making up the
total compensation and benefits of
any kind paid during the fiscal year
ended November 30, 2020 or
allocated for the same fiscal year
to the Chairman - Chief Executive
Officer
Adopted 22,206,952
82.86%
50,000
0.00%
20,900,426
94.50%
1,217,348
5.50%
89,180
0.40%
8. Approval of the information
mentioned in Article L.22-10-9 -I of
the Commercial Code
Adopted 22,256,952 - 22,224,087 32,828 37
83.10.% 99.85% 0.15% 0.00%
9. Recognition of the expiration of the
term of office of Mr. Nordine
HACHEMI, renewal of the term of
office of Mr. Nordine HACHEMI for
a period of three years
Adopted 22,256,952 - 20,998,776 1,588,139 37
83.10% 92.87% 7.14% 0.00%
10. Recognition of the expiration of the
director mandate of Mr. André
MARTINEZ, appointment of a new
director for a period of three years
Adopted 22,256,952 - 22,170,970 85,880 102
83.10% 99.61% 0.37% 0.00%
11. Recognition of the expiration of the
term of office of Mrs. Sylvie
CHARLES, renewal of the term of
office of Mrs. Sylvie CHARLES for a
period of three years
Adopted 22,256,952
83.10%
- 22,181,760
99.66%
75,155
0.34%
37
0.00%
12. Recognition of the expiration of the
term of office of Mrs. Sophie
LOMBARD, renewal of the term of
office of Mrs. Sophie LOMBARD for
a period of three years
Adopted 22,256,952 - 21,990,057 266,858 37
83.10% 98.80% 1.20% 0.00%
13. Recognition of the expiration of the
term of office of Mrs. Lucile RIBOT,
renewal of the term of office of
Mrs. Lucile RIBOT for a period of
three years
Adopted 22,256,952 - 22,238,216 18,699 37
83.10% 99.92% 0.08% 0.00%
14. Recognition of the expiration of the
mandate of director representing
the employee shareholders of Mrs.
Karine NORMAND, renewal of the
mandate of director of Mrs. Karine
Adopted 22,256,952 - 22,237,292 18,699 1,051
Resolutions Result Votes cast For Against Forbearance
(in number and
proportion
(in number
and
proportion
(in number and
proportion
(in number and
proportion
of votes of votes of votes of votes
cast) cast) cast) cast)
NORMAND for a period of three
years
83.10% 99.92% 0.08% 0.00%
15. Recognition of the expiration of the
term of office as director of Mrs.
Caroline PUECHOULTRES,
appointment of a new director for
a period of three years
Adopted 22,256,952
83.10%
- 22,140,078
99.48%
116,837
0.53%
37
0.00%
16. Recognition of the expiration of the
terms of office of ERNST & YOUNG
AUDIT, statutory auditor of the
Company and of AUDITEX, deputy
auditor of the Company;
appointment of statutory auditors
for a period of six fiscal years
Adopted 22,256,952
83.10%
- 20,107,516
90.34%
2,149,399
9.66%
37
0.00%
17. Recognition of the expiration of the
mandates of DELOITTE & ASSOCIES,
statutory auditor of the Company
and of B.E.A.S., deputy auditor of
the Company; appointment of
statutory auditors for a period of six
fiscal years
Adopted 22,256,952
83.10%
- 22,244,175
99.94%
12,740
0.06%
37
0.00%
18. Authorization to be granted to the
board of directors, for a period of
eighteen months, for the purpose
of purchasing by the company its
own shares
Adopted 22,256,952
83.10%
- 22,205,810
99.91%
20,661
0.09%
30,481
0,14%
31. Powers for completing formalities Adopted 22,256,952
83.10%
- 22,256,377
100.00%
540
0.00%
35
0.00%
RESOLUTIONS SUBMITTED TO EXTRAORDINARY SHAREHOLDERS' MEETING
19. Authorization to be granted to the board
of directors, for a period of twenty-six
months, for the purpose of canceling
shares held by the Company following
the repurchase of its own shares
Adopted 22 256 952 - 22,255,296 1,619 37
83,10% 10.00% 0.00% 0.00%
20. Delegation of authority to be granted to
the board of directors, for a period of
twenty-six months, for the purpose of
increasing the share capital by
Adopted 22 256 952 - 22,256,375 540 37
incorporation of reserves or premiums 83,10% 100.00% 0.00% 0.00%
21. Delegation of authority to be granted to
the board of directors, for a period of
twenty-six months, for the purpose of
issuing ordinary shares and / or equity
securities giving access to other equity
securities or giving the right to the
allocation of debt securities and / or
Adopted 22 256 952 - 21,171,112 85,803 37
marketable securities giving access to
equity securities to be issued by the
Company with maintenance of
shareholders' preferential subscription
rights
83,10% 9.61% 0.39% 0.00%
22. Delegation of authority to be granted to
the board of directors, for a period of
twenty-six months, for the purpose of
issuing ordinary shares and / or equity
securities giving access to other equity
securities or giving the right to the
Adopted 22 256 952 - 21,603,813 653,813 37
allocation of debt securities and / or
marketable securities giving access to
equity securities to be issued by the
83,10% 97.06% 2.94% 0.00%
Votes cast For Against Forbearance
Resolutions Result (in number and
proportion
(in number
and
proportion
(in number and
proportion
(in number and
proportion
of votes of votes of votes of votes
cast) cast) cast) cast)
Company, with cancellation of
shareholders' preferential subscription
rights, within the framework of public
offers other than those referred to in l
Article L.411-2 of the Monetary and
Financial Code
Delegation of authority to be granted to
the board of directors, for a period of
twenty-six months, for the purpose of
issuing ordinary shares, and / or equity
securities giving access to other equity
securities or giving rights to the allocation
of debt securities, and / or marketable
22 256 952 21,098,191 1,158,724 37
23. securities giving access to equity
securities to be issued by the Company,
with cancellation of shareholders'
preferential subscription rights, within the
framework of public offers referred to in 1
of Article L.411-2 of the Monetary and
Financial Code
Adopted 83,10% 94.80% 5.21% 0.00%
24. Authorization to be granted to the board
of directors, for a period of twenty-six
months, in the event of the issue of
ordinary shares, and / or equity securities
giving access to other equity securities or
giving right to the allocation of debt
securities, and / or marketable securities
giving access to equity securities to be
Adopted 22 256 952 - 21,052,836 1,204,079 37
issued by the Company with cancellation
of shareholders' preferential subscription
rights, to set the issue price according to
the terms set by the general meeting
within the limit of 10% of the share capital
83,10% 94.60% 5.41% 0.00%
25. Authorization to be granted to the board
of directors, for a period of twenty-six
months, in order to increase the number
of securities to be issued in the event of a
capital increase with maintenance or
with elimination of shareholders'
preferential subscription rights
Adopted 22 256 952 - 21,044,163 1,212,752 37
83,10% 94.45% 5.45% 0.00%
26. Delegation of authority to be granted to
the board of directors, for a period of
twenty-six months, for the purpose of
issuing shares or equity securities giving
access to other equity securities or giving
the right to the allocation debt securities
as remuneration for contributions in kind
of equity securities or marketable
securities giving access to the capital
Adopted 22 256 952 - 22,131,859 123,066 37
within the limit of 10% of the share capital 83,10% 99.44% 0.56% 0.00%
27. Delegation of authority to be granted to
the board of directors, for a period of
twenty-six months, for the purpose of
issuing shares and / or equity securities
giving access to other equity securities or
to the allocation debt securities as
remuneration for securities contributed to
any public exchange offer initiated by
the Company
rejected 22 256 952 - 14,168,813 8,088,102 37
83,10% 63.66% 36.34% 0.00%
28. Delegation of authority to be granted to
the board of directors, for a period of
twenty-six months, for the purpose of
issuing shares and / or securities giving
access to the Company's shares to be
issued with cancellation of the
Adopted 22 256 952 - 22,131,871 125,044 37
Votes cast For Against Forbearance
Resolutions Result (in number and
proportion
(in number
and
proportion
(in number and
proportion
(in number and
proportion
of votes of votes of votes of votes
cast) cast) cast) cast)
preferential subscription right of
shareholders, for the benefit of members
of the group's Company Savings Plan (s)
for an amount of 3% of the capital
83,10% 99.44% 0.56% 0.00%
29. Authorization to be granted to the board
of directors, for a period of thirty-eight
months, for the purpose of allocating free
shares to be issued or existing for the
benefit of employees and / or executive
corporate officers of the Company and
related entities
Adopted 22 256 952 - 21,589,949 579,240 87,763
83,10% 97.39% 2.61% 0.39%
Setting of the general ceilings for
delegations of authority at a nominal
amount of (i) € 2,270,000 for all capital
increases through the issue of shares or
equity securities giving access to other
equity securities or securities giving
access to equity securities to be issued,
(ii) € 568,000 for capital increases through
22 256 952 22,129,522 127,393 37
30. the issue of shares or equity securities
giving access to other equity securities or
securities securities giving access to
equity securities to be issued with
cancellation of preferential subscription
rights and (iii) € 500,000,000, for issues of
debt securities giving the right to the
allocation of a capital or debt security;
setting specific ceilings for capital
increases likely to result from the
allocation of free shares
Adopted 83,10% - 99.43% 0.57% 0.00%

This press release is available at www.kaufmanbroad.fr

Chief Financial Officer

Bruno Coche +33 (0)1 41 43 44 73 [email protected]

Press Relations DGM Conseil Thomas Roborel de Climens - +33 (0)6 14 50 15 84 [email protected]

Kaufman & Broad: Emmeline Cacitti +33 (0)6 72 42 66 24 / [email protected]

About Kaufman & Broad - Kaufman & Broad has been designing, developing, building, and selling single-family homes in communities, apartments, and offices on behalf of third parties for more than 50 years. Kaufman & Broad is one of the leading French developers-builders due to the combination of its size and profitability, and the strength of its brand.

The Kaufman & Broad Registration Document was filed with the French Financial Markets Authority ("AMF") under No. 21-0239 on March 31, 2021. It is available on the AMF (www.amf-france.org) and Kaufman & Broad (www.kaufmanbroad.fr) websites. It contains a detailed description of Kaufman & Broad's business activities, results, and outlook, as well as the associated risk factors. Kaufman & Broad specifically draws attention to the risk factors set out in Chapter 4 of the Registration Document. The occurrence of one or more of these risks might have a material adverse impact on the Kaufman & Broad.

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