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4.4 Legal risk - Scor

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On 4 July 2012, Alecta Pensionsförsäkring declared that it had fallen below the registered thresholds of 5% of the capital<br />

and voting rights in SCOR and that they held 9,400,000 shares representing 4.90% of the capital and voting rights in SCOR.<br />

On 26 September 2012, Malakoff Mederic Assurances declared that it had exceeded the registered thresholds of 2.5% of<br />

the capital and voting rights in SCOR due to the acquisition, outside the market, of 5,335,996 shares from Malakoff Mederic<br />

Prevoyance. This transaction was part of an internal reclassification exercise within the Malakoff Mederic Group.<br />

As at 31 December 2011:<br />

• SCOR held 7,262,600 treasury shares;<br />

• The total number of voting rights amounted to 192,021,303 (including the voting rights attached to treasury<br />

shares).<br />

As at 31 December 2012:<br />

• SCOR held 8,930,686 treasury shares;<br />

• The total number of voting rights amounted to 192,384,219 (including the voting rights attached to treasury<br />

shares).<br />

18.2 Negative statement as to the absence of<br />

differences between the voting rights of various<br />

shareholders<br />

Until 3 January 2009, pursuant to Article 8 (“Rights attached to each share”) of the bylaws, for two years after the<br />

Company’s reverse stock split, as decided by the Company’s Combined Shareholders’ Meeting on 16 May 2006 in its<br />

seventeenth resolution, each share with a par value of EUR 0.78769723 entitled the holder to one vote and each share with<br />

a par value of EUR 7.8769723 entitled the holder to ten votes, so that the number of votes attached to the shares remains<br />

proportional to the percentage of share capital they represent.<br />

Since 3 January 2009 and the completion of the Company’s reverse stock split, no further shares with a par value of<br />

EUR 0.78769723 are in existence and each share with a par value of EUR 7.8769723 entitles the holder to one vote.<br />

The bylaws moreover make no provision for shares giving dual voting rights. In addition, there is no limitation on voting<br />

rights in the bylaws. Therefore, there is no difference among the voting rights of SCOR’s various shareholders.<br />

18.3 Direct or indirect control by one shareholder<br />

Not applicable.<br />

18.4 Agreement which could result in a subsequent<br />

change in control<br />

Not applicable.<br />

174

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