Rubis, the French fuel retailer, laid out a plan to move from a partnership limited by shares to a joint stock company, saying the shift would make it more appealing to a wider base of investors and give it more leeway to pursue growth opportunities or acquisitions. As part of the overhaul, Rubis plans to allocate 12.7 million newly created shares - amounting to 12.3% of the existing capital - to its general partners in return for forfeiting their specific rights.
The company cast the change as a further phase in the leadership handover and management succession launched by Jacques Riou and Gilles Gobin.
Patrick Molis, who owns 9.4% and is Rubis' largest shareholder, said the proposed grant is "too generous" and that around 10% would be sufficient. He signaled that, absent changes, he would probably oppose the plan in the vote. Molis supports the change to a joint stock company, but said he was not consulted on how it would be implemented.
His remarks underscore persistent tensions between the general partners and major investors, spanning governance critiques and Rubis' expansion into solar power. In August, Molis stepped down from the supervisory board.
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General partners Jacques Riou, Gilles Gobin, and Clarisse Gobin-Swiecznik together own just over 2% of Rubis shares, yet hold broad influence under the current partnership structure and are jointly liable for the company's debts. The proposal requires at least two-thirds support at an extraordinary shareholders meeting set for Dec. 9.
Finalizing the conversion also hinges on a ruling from the French financial market authority stating that a tender offer will not be obligatory. As the debate plays out, the stock ticked higher, up 1.8% to €35.96 at 4:51 p.m. in Paris.
In plain English: Rubis wants a structure it says could draw more investors and give it more flexibility to pursue growth, but the share grant size faces pushback from its biggest holder. The key checkpoints now are whether changes are made to the plan and whether the regulator declares that no tender offer is necessary, alongside the two-thirds vote hurdle on Dec. 9.
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