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"A duty to disclose to our individual shareholders and employees"

Individual shareholders

AXA maximizes opportunities for information exchange and meetings with its individual shareholders, who make up roughly 7% of its total shareholder base.

AXA communicates on a regular basis with the investment community, through press releases and presentations, as well as through email
alerts for breaking news. All press releases and oral presentations can be viewed and/or downloaded from the corporate website (www.axa.com).

Some of the presentations are streamed live, while others are recorded and can be listened to or viewed at any time. Group publications and presentations made during shareholder meetings are also made available online. Since December, those with Internet
access can get detailed, up-to-date information about the structure of AXA's capital ownership.

Finally, two special informative publications have been designed for the 15,000 members of the Shareholders' Circle (Cercle des
Actionnaires). L'Essentiel is published three times a year to coincide with the release of interim and annual earnings and the annual
shareholders' meeting. Horizon offers a review of Group strategy and business three times a year.

The annual shareholders' meeting: a special event

More than 1,200 individual investors were on hand for the annual meeting last year on May 14, 2007. As in years past, the meeting was streamed live and also stored on the corporate website for delayed access (www.axa.com).

Regular face-to-face meetings

In 2007, AXA once again scheduled events for its individual investors. Meetings were held in France in the cities of Rennes, Lyon, Bordeaux and Paris. AXA is also an exhibitor at Actionaria, an event for individual investors held in Paris every November.

Employee shareholders

As of December 31, 2007, AXA employees and agents held 5.23% of the Group's outstanding ordinary shares and 6.01% of the voting rights. These shares are owned through mutual funds or directly, in the form of shares or ADRs.

Since 1993, AXA has encouraged employee stock ownership, encouraging its employees to share financially in and reap the benefits of the Group's development.

The Shareplan offer

The traditional plan enables employees, via a voluntary contribution, to share in the global performance of the AXA share, whether the price moves up or down.

The investment leverage plan enables employees to take advantage of AXA's share performance at an amount 10 times greater than the initial investment. The employee's initial investment is guaranteed.

Employees can invest up to a maximum of 25 percent of their gross annual salary. The investment is frozen for a period of five years.

The subscription price is calculated on the basis of the average share price, plus a 20 percent discount (where allowed by local legislation).

The list of countries eligible to participate in Sharepan is determined on the basis of objective, pre-established criteria.

Shareplan 2007

By virtue of the authorization granted by the shareholders at the Annual General Meeting of May 14, 2007, the Management Board increased share capital through the issue of shares to employees of the Group under the Shareplan 2007 program.

The shareholders waived their preferential subscription rights so that this offering could be made to employees. In countries that met the legal and tax requirements, two investment options were proposed in 2007:

  • the traditional plan, available in 35 countries,
  • the leveraged plan, offered in 35 countries.

The traditional plan allowed employees to subscribe through a personal investment to AXA shares (either through mutual funds (FCPE) or through direct share ownership) with a 20% discount. The shares are held within the Group Company.

Savings Plan and are restricted from sale during a period of 5 years (except specific early exit cases allowed by applicable laws). Employees are subject to the share price appreciation, up or down, as compared to the subscription price. The leveraged plan allowed employees to subscribe, on the basis of 10 times their personal investment, to AXA shares (either through mutual funds (FCPE) or through direct share ownership) with a 14.26% discount in 2007. The shares are held within the Group Company Savings Plan and are
restricted from sale during a period of 5 years (except specific
early exit cases allowed by applicable laws). Employees benefit from a guarantee on their personal investment, as well as 75% of the share appreciation, as compared to the non-discounted reference price.

The leveraged plan is not accessible to Management Board and Executive Committee members. New mutual funds (FCPE) with direct voting rights have been created since 2005 to allow beneficiaries, in most cases, to directly exercise their voting rights.

The Shareplan 2007 program was carried out through a share issue that took place in November 2007 and was open to almost all Group employees through voluntary contributions:

  • 43,877 employees took part in Shareplan 2007, up 49%
    compared to Shareplan 2006 (29,389 participants).
    The total amount invested was €552.3 million, up 47%
    compared to Shareplan 2006 (€375.5 million), as follows:
  • €74 million in the traditional plan (versus €51.8 million
    in 2006);
  • €478.3 in the leveraged plan (versus €323.7 million in
    2006).

A total of 22 million new ordinary shares were issued, each
with a par value of €2.29. These shares began earning
dividends on January 1, 2007.

AXA Miles

In order to reward its employees for the results obtained in 2005 and 2006 and to foster their engagement to the success of its "Ambition 2012" project, AXA has implemented a worldwide program of granting free shares to all its employees, called "AXA Miles".

By virtue of the authorization granted by the shareholders at the Annual General Meeting of May 14, 2007, the Management Board has granted on July 1, 2007 a number of 50 AXA shares to each employee of the AXA Group, with the exception of Management Board and Executive Committee members.

By granting the same number of shares to all employees having at least 3 months of service at July 1, 2007, whatever their position within the organisation, their hierarchical level, their country or their remuneration level, the AXA Group wanted to demonstrate that everyone has a role to play in attaining objectives of Ambition 2012 and should share its success.

The AXA Miles program resulted in a grant of 5,586,900 AXA shares to 111,738 employees in 54 countries. The totality of these shares have been purchased by AXA and the program will not entail any capital increase. In 24 countries, including France, the shares granted will be acquired after a 2-year acquisition period (i.e. on July 1, 2009), subject to a presence condition within the AXA Group, and will then be subject to a 2-year restriction period (i.e. until July 1, 2011).

In the other 30 countries, the shares granted will be acquired after a 4-year acquisition period (i.e. on July 1, 2011), subject to a presence condition within the AXA Group, but will not be subject to any restriction period.

A second grant of 50 shares to all employees will be made on July 1, 2009, following the same rules, if the AXA Group has met at end 2008 the two following objectives:

  • underlying earnings per share at least equal to e2.41,
  • customer satisfaction index at least equal to 82%.