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ARTICLE · 18 JANUARY 1996

Non-Voting Rights

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BelgiumEmployment and HR
As a rule, each share in a Belgian limited liability company ("N.V./S.A.") or a private limited liability company ("B.V.B.A./S.P.R.L.") carries one vote. These companies have, however, under certain conditions, the possibility to issue a certain number of so-called "non-voting" capital shares.

According to Article 48 of the Belgian Company Law a limited liability company or a private limited liability company can issue "non-voting" shares under the following conditions : (1) the non-voting shares may not represent more than one third of the registered capital of the company.

(2) The holders of non-voting shares must be entitled to a preferential dividend. The amount of this dividend is determined in the charter. It can be equal to a percentage of the nominal or par value of the shares, a percentage of the emission price (including the capital premium) or a percentage of the profit available for distribution. If at the end of the business year, the yearly distributable profits

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