Caisse Régionale de Crédit Agricole Mutuel Toulouse 31: Press release for subscribers
MAIN CHARACTERISTICS OF THE ISSUE OF COMPANY SHARES
BY LOCAL CAISSES AFFILIATED WITH THE CAISSE RÉGIONALE DE
AGRICULTURAL CREDIT MUTUEL DE TOULOUSE 31
TRANSMITTERS
LOCAL BANKS AFFILIATED WITH THE REGIONAL BANK OF CREDIT AGRICOLE MUTUEL TOULOUSE 31 Cooperative companies with variable capital
Headquarters of the Caisse Régionale:
The Caisse Régionale is registered with the TOULOUSE RCS under number 776 916 207
Activity: Bank
OBJECTIVES OF THE OPERATION
Drafting proposal: The public offering of shares is part of a desire to broaden membership to a greater number of customers. This approach also contributes to ensuring the sustainability of the social capital of the Local Banks and, beyond that, of the Regional Bank.
SECURITIES TO BE ISSUED
Nature of securities to be issued
The shares issued by the Local Banks are members’ shares within the meaning of the law of September 10, 1947 on the status of cooperation. They are representative of a share of the capital of the issuing Local Bank.
The shares are nominative. They currently have a nominal value of €1.5, fully paid up upon subscription.
The ownership of social parties gives the right to participate in the deliberative bodies of the Local Bank of Crédit Agricole according to the cooperative democratic principle “one man, one vote”, included in article 4 of the aforementioned law of September 10, 1947.
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The shares give rise to an annual interest, set by the Ordinary General Meeting for the financial year sold. It may not exceed the average gross rate of return on the issue of bonds by private companies published by the Minister for the Economy (article 14 of the law of 10 September 1947 on the status of cooperation), and must be approved by the Caisse Régionale to which the Caisse Locale is affiliated.
Methods of calculating interest.
Interest is calculated pro rata temporis from the first day the parties are held in the financial year concerned and paid after the Ordinary General Meeting has been held. Interest ceases to run on the day of repayment.
By decision of the Ordinary General Meeting of the Local Bank, remuneration for shares may be proposed either by capitalization or in cash, at the choice of the member.
By application of the cooperative principles:
- A member who withdraws from the Caisse Locale has the right to reimbursement of his shares, which may not exceed the nominal value, plus accrued interest; however, this repayment option is subject to compliance with the standards relating to the minimum capital of credit institutions and its representation, and the rule provided for in article 13 of the law of 09/10/47 on the status of cooperation restricting the possibilities of reducing capital by taking over contributions from outgoing members;
- The shares of Caisse Locale do not confer rights on the net assets. In the event of liquidation of the Local Bank, the distribution of the net assets remaining after reimbursement of the nominal value of the shares is changed by decision of the Extraordinary General Meeting, which must be approved by Crédit Agricole SA, to a work of agricultural interest. .
Issue amount
(for information only given the variability of capital)
€40 million for a period of one year (representing around 26.7 million shares). It is specified that no particular objective, nor any limit, is allocated to each Local Bank within the framework of this issue.
Subscription conditions
Issue price: €1.5, corresponding to the face value.
Beneficiaries: The Local Bank may admit as members natural or legal persons with whom it or the Regional Bank has carried out transactions referred to in Articles L. 311-1 and L. 311-2 of the Monetary and Financial Code.
Preferential subscription right: there is no preferential subscription right due to the variability of the capital of the Local Banks and the absence of rights of members on their reserves.
Minimum and maximum subscription limits: Each subscriber will have the option of subscribing to a minimum of 10 shares (i.e. an amount of €15) and a maximum of 9,000 shares (i.e. an amount of €13,500).
Each member may not hold more than 9,000 shares, or 13,500 euros.
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TIMETABLE OF THE OPERATION
Public subscription: from July 5, 2022 to July 4, 2023
NEGOTIABILITY OF COMPANY SHARES
Due to the variability of the capital, the shares may be subject to a request for reimbursement by their holder. The conditions under which the redemption of shares is made are defined as follows:
- Reimbursement, in the event of resignation or death, will be made on the proposal of the Board of Directors and must be approved by the next General Meeting;
- The actual payment of the amount due cannot be deferred beyond the period of five years from the member’s exit.
In the event of the death of a member, the heirs appoint one of their number to represent them, who must be approved in this capacity by the Board of Directors.
The shares are also transferable with the approval of the Board of Directors. The transferee must be one of the natural or legal persons likely to join a Caisse Locale de Crédit Agricole.
Reimbursement is made on the basis of the nominal value, plus accrued interest. He is an authorized representative of the Board of Directors of the issuing local bank.
In accordance with Article 77 of European Regulation No. 575/2013 of June 26, 2013 and Article 32 of European Commission Delegated Regulation No. 241/2014 of January 7, 2014, relating to the capital of credit institutions, statutory redemptions of shares in mutual or cooperative banks are subject to the authorization of the Prudential Supervisory and Resolution Authority as soon as the net amount of redemptions exceeds 2% of Common Equity Tier 1 capital over one year.
Finally, the redemption of shares is subject to compliance with the standards relating to the minimum capital of credit institutions and its representation as well as the rule provided for in article 13 of the law of September 10, 1947, on the status of cooperation, restricting the possibilities of reducing capital by taking over contributions from outgoing members.
FINANCIAL INTERMEDIARIES
The Caisse Régionale de Crédit Agricole Mutuel TOULOUSE 31 is responsible for canceling subscriptions.
INVESTOR CONTACT
service communication
Tel: 05 61 26 91 11
EMAIL : INVESTORS@California–TOULOUSE31.IN
WARNING
This document does not constitute and should not be considered as constituting an offer to the public or as intended to solicit the public interest (i) in the United States or (i) in any other jurisdiction (including France) where such an offer would be contrary to the laws or regulations of that jurisdiction.
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The distribution of this document may, in some countries, be subject to specific regulations. Persons in possession of this document should inform themselves about and comply with any local restrictions.
This document does not constitute a prospectus within the meaning of Directive 2003/71/EC of the European Parliament and of the Council of 4 November 2003, as amended.
The Autorité des marchés financiers affixed the approval number 22-265 dated July 5, 2022 to the prospectus drawn up by the Regional Bank TOULOUSE 31. Copies of the said prospectus are available free of charge at the registered office of the Regional Bank (address ), as well as on the AMF website: www.amf-france.organd on the Regional Bank’s website.
The public is invited to carefully read chapter 3 of the prospectus relating to risk factors.
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