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Limited Liability Company with a Board of Directors (Société Anonyme À Conseil D'administration) with a Share Capital of €606,155,460

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Limited Liability Company with a Board of Directors (Société Anonyme À Conseil D'administration) with a Share Capital of €606,155,460 ALD Limited liability company with a board of directors (société anonyme à conseil d'administration) with a share capital of €606,155,460 Registered Office: Tour Société Générale « Chassagne », 15-17 Cours Valmy, 92800 Puteaux 417 689 395 Nanterre Trade and Companies Register REGISTRATION DOCUMENT (DOCUMENT DE BASE) In accordance with its General Regulations (Règlement Général) and, in particular Article 212-23 thereof, the Autorité des marchés financiers (the "AMF") registered this Registration Document on 11 May 2017 under number I. 17-042. This document may not be used in the context of any securities offering unless completed by a Securities Note in respect of which the AMF has granted a visa. The Registration Document has been prepared by the issuer, and its signatories therefore assume responsibility for its contents. This registration was granted after the AMF had verified that the document is complete and comprehensible and that the information it contains is coherent, in accordance with the provisions of Article L. 621-8-1-I of the French Monetary and Financial Code. It does not imply that the AMF has verified the accounting and financial information presented herein. Copies of this Registration Document may be obtained free of charge at the ALD's registered office at Tour Société Générale « Chassagne », 15-17 Cours Valmy, 92800 Puteaux, as well as on the website of ALD, (www.aldautomotive.com) and on the website of the AMF (www.amf-france.org). NOTE In this Registration Document: the terms "Company" and "ALD" refer to ALD; the terms "Group" and "ALD Group" refers to ALD and its consolidated subsidiaries, branches and equity interests, collectively. where reference is made to the Group's fleet, the number of vehicles included within the fleet is equal to the number of contracts with customers relating to those vehicles, with one vehicle being equal to one customer contract. unless otherwise indicated, fleet figures as at 31 December 2015 include the MKB acquisition which was signed in 2015 and consummated and consolidated in 2016 (see Section 7.2.2.1 - "Acquisitions"). The Group's geographic segments for the purposes of its financial reporting are referred to in this document as (i) Western Europe, (ii) Northern Europe (referred to as "Nordics" in the financial accounts), (iii) Central and Eastern Europe (referred to as "Continental & Eastern Europe" in the financial accounts) and (iv) South America, Africa & Asia (referred to as "LatAm, Africa, Asia & Rest of the World" in the financial accounts). There is no difference in perimeter between the geographic segments as defined in this Registration Document and in the financial accounts. This Registration Document describes the Group as it exists as at the date of this Registration Document. Forward-looking Statements This Registration Document contains "forward-looking statements" regarding the prospects and growth strategies of the Group. Forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond the Group's control and all of which are based on the Group's current beliefs and expectations about future events. Forward-looking statements are sometimes identified by the use of forward-looking terminology such as "believes", "expects", "may", "will", "aims", "intends", "should", "could", "anticipates", "estimates", "plans", "assumes", "consider", "envisage", "think", "wish" and "might", or, if applicable, the negative form thereof, other variations thereon or comparable expressions or formulations. Forward-looking statements have no historically factual basis and should not be interpreted as a guarantee of future performance and the Group's actual financial condition, results of operations and cash flows and the developments in the industry where the Group operates may differ materially from those made in or suggested by the forward-looking statements contained in this Registration Document. The forward-looking statements contained in this Registration Document are based on data, assumptions, and estimates that the Group considers reasonable. Such information is subject to change or modification based on uncertainties in the economic, financial, competitive or regulatory environments. Forward-looking statements appear in a number of chapters of this Registration Document and include statements relating to the Group's intentions, estimates and targets with respect to its markets, strategies, growth, results of operations, financial situation and liquidity. The Group's forward-looking statements speak only as of the date of - 2 - this Registration Document. Absent any applicable legal or regulatory requirements, the Group expressly disclaims any obligation to update any forward-looking statements contained in this Registration Document to reflect any change in its expectations or any change in events, conditions or circumstances on which any forward-looking statement contained in this Registration Document is based. For a discussion of risks that may affect the occurrence or achievement of such forward- looking statements, see Chapter 4 "Risk Factors" of this Registration Document. In addition, new risks, uncertainties and other factors may emerge that may cause actual results to differ materially from those contained in any forward-looking statements. Information on the Market and Competitive Environment This Registration Document contains information, in particular in Chapter 6 "Business overview", about the Group's markets and its competitive position, including information about the size of such markets. In addition to estimates made by the Group, the facts on which the Group bases its statements are taken primarily from studies, estimates, research, information and statistics of independent third parties and professional organisations and figures published by the Group's competitors, suppliers and customers, as well as the Company's own experience and knowledge of conditions and trends in the markets in which the Group operates. In addition, given the rapidly evolving and dynamic market in which the Group operates, some information may prove to be incorrect or outdated. As a result, the Group's activities may evolve differently from the projections included in this Registration Document. The Group undertakes no obligation to publish any updates to the market information contained herein except in connection with any legal or regulatory obligation that are applicable to it. IFRS and Non-IFRS Financial Measures This Registration Document includes the Group’s consolidated financial statements established under IFRS as adopted by the European Union (“IFRS”) for the years ended 31 December 2016, 31 December 2015 and 31 December 2014. This Registration Document also includes certain unaudited measures of the Group's performance that are not required by, or presented in accordance with IFRS, including (as defined in Section 9.2.3 "Non-IFRS measures and Key Performance indicators (KPIs)"): Earning Assets, Cost to Income Ratio, Return on Equity, Return on Average Earning Assets, Cost of Risk to Average Earning Assets Ratio, Fleet on Balance Sheet and Effective Tax Rate. The Group presents these measures because it believes them to be important supplemental measures of performance and cash flow that are commonly used by securities analysts, investors and other interested parties in the evaluation of companies in the Group's industry and that such measures can prove helpful in enhancing the visibility of underlying trends in the Group's operating performance. However, these measures have limitations as analytical tools and they should not be treated as substitute measures for those stated under IFRS and they may not be comparable to similarly titled measures used by other companies. See Chapter 9 "Operating and Financial Review" and Chapter 10 "Liquidity and Capital Resources" of this Registration Document for a discussion of these financial measures and certain reconciliations to comparable IFRS measures. - 3 - Risk Factors Investors should carefully consider the risk factors in Chapter 4 "Risk Factors" of this Registration Document. The occurrence of all or any of these risks, separately or in combination, could have a material adverse effect on the Group's business, reputation, financial condition, results of operations or prospects. Furthermore, additional risks that have not yet been identified or that are not considered material by the Group as of the date of this Registration Document could produce material adverse effects. Rounding Certain figures (including data expressed in thousands or millions) and percentages contained in this Registration Document, including financial information, have been subject to rounding adjustments. Accordingly, in certain instances, the sum of the numbers in a column or a row in tables may not conform exactly to the total figure given for that column or row or the sum of certain numbers presented as a percentage may not conform to the total percentage given. Websites and Hyperlinks References to any website or the content of any hyperlink contained in this Registration Document do not form a part of this Registration Document. - 4 - TABLE OF CONTENTS CHAPTER 1. PERSONS RESPONSIBLE ......................................................................................... 8 1.1 Name and position of the person responsible for the Registration Document .................. 8 1.2 Certification of the person responsible for the Registration Document ........................... 8 1.3 Name and
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