Glossary

A person the company empowers to act on its behalf before third parties: sign contracts, open accounts, represent it before a public body.

In a usufruct, the owner of the shares. They keep ownership and, as a general rule, the vote; the usufructuary collects the dividends.

The natural person who, at the end of the chain, owns or controls the company, directly or indirectly, above a threshold.

The collective body that manages the company. It meets, deliberates and adopts resolutions by majority.

See "Liquidity window".

Several people own the same shares at once, each with their share. Towards the company they vote through a single person they appoint among themselves.

Another person's right over some shares: a usufruct, a pledge, a co-ownership or a call option. The shares still belong to their owner, but the owner is not alone.

The capital counting not only the shares that already exist, but also those that could come to exist: options, plan units, convertible notes. It tells you how much each holder would have if all of that converted.

The meeting of shareholders where the decisions that belong to them are taken: approving the accounts, appointing directors, amending the articles of association.

The total number of units the company has decided to reserve for its incentive plans. It is increased or reduced by a resolution, not by editing a figure.

The period, opened by the company, in which plan beneficiaries can sell part of what has vested at a set price. Outside a window there is no one to sell to.

The capital counting only the shares that exist today. It is the percentage each shareholder holds right now.

The formal announcement to shareholders that a general meeting will be held: when, where and what will be decided. Without a valid notice, the resolutions can be challenged.

Incentive plan units that are not shares: they give the right to receive what the shares would be worth, without becoming a shareholder.

Some shares are held as security for a debt. If the debt is not paid, the creditor can enforce them.

Asking someone else to vote for you at the general meeting. You can tell them how to vote on each item or leave it to their judgement.

The minimum part of the capital that must be present or represented for the general meeting to decide validly.

A group of shares with the same rights. A company can have ordinary shares and others with a preference in distributions or without voting rights.

Each share has a unique number within the company, from 1 to the last one. Knowing which numbers belong to whom is what allows specific shares to be transferred.

Whoever holds shares in the company and appears as their owner in the shareholder register.

A document sent for signature, with its signers and its deadline. Its status depends on who has already signed.

Options on shares: the right to buy shares in the company at a price set in advance, the exercise price.

A right to enjoy shares that belong to someone else: usually, to collect their dividends. The owner is the bare owner.

The schedule by which the units of an incentive plan become yours. Vested units are yours even if you leave; the rest are not yet.