Richemont and Havas have come to an agreement today in respect of their future relationship as shareholders of Canal+:

• Upon completion of the contributions by Compagnie Générale des Eaux and Audiopar of their shareholdings in Canal+ to Havas and of the Merger between Canal+ and Nethold - each transaction being subject to the approval of extraordinary shareholders meetings of Havas and Canal+ respectively on 28th March 1997 - Havas and Richemont shall hold respectively 34% and 15% of Canal+
• The two groups, regarding their common view of the prospects for Canal+ and their common objective of the maximisation of its market value through, notably, the protection of its managerial independence, have joined in a concert party ("Action de concert")
• Havas and Richemont shall be represented on the Board of Directors of Canal+ by 7 and 3 directors respectively
• In respect of corporate governance, four committees of the Board of Canal+ shall be instituted: an investment committee, a finance committee, a remuneration committee and a transaction committee
• Richemont shall enjoy a right of joint and proportional sale of its shares in the event of a disposal by Havas of more than 10% of the equity capital of Canal+
• Havas and Richemont shall keep the shareholdings to their current level so long as the law prohibits the holding of more than 49% of the equity capital of Canal+

Richemont and Havas have also signed a preemption agreement.

Separately, the shareholders agreement dated 10th February 1994 among Havas, Compagnie Générale des Eaux and Société Générale is being declared null and void.