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Article R225-156 of the French Commercial code

The provisions of articles R. 225-153 to R. 225-155 do not apply when the General Meeting, in order to facilitate a capital increase, an issue of securities giving access to the capital, a merger or a demerger, has authorised the Board of Directors or the Management Board, as the case may be, to purchase a small number of shares with a view to cancelling them. The purchase carried out under…

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Article R225-158 of the French Commercial code

Shares purchased, with a view to a reduction in the share capital, by the company that issued them are cancelled, if they are registered shares, by an entry in the company’s register of registered shares. When shares are registered in an account in accordance with the provisions of articles R. 211-1 et seq. of the Monetary and Financial Code, the cancellation of the shares is recorded by a transfer to…

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Article R225-159 of the French Commercial code

The register of purchases kept pursuant to article L. 225-211 to report transactions carried out pursuant to article L. 225-208 indicates in the order of the transactions carried out: 1° The date of each transaction; 2° The purchase price or, failing that, the unit purchase price; 3° The number of shares purchased at each price; 4° The total cost of the purchase, including the amount of expenses. It also indicates…

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Article R225-160 of the French Commercial code

The register of purchases and sales kept pursuant to article L. 225-211 to record transactions carried out pursuant to articles L. 22-10-62 and L. 225-209-2 separately indicates purchase transactions and sale transactions. For each of these transactions, the register indicates, in the order of the trades carried out: 1° The date of the transaction; 2° The purchase or sale price or, failing that, the unit purchase price; 3° The number…

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Article R225-160-1 of the French Commercial code

The expert referred to in Article L. 225-209-2 is appointed unanimously by the shareholders or, failing this, by the president of the commercial court ruling on a petition at the request of the corporate officers. He is chosen from among the statutory auditors registered on the list provided for in I of Article L. 822-1 or from among the experts registered on the lists drawn up by the courts and…

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Article R225-160-2 of the French Commercial code

The expert’s report mentions the shares that are the subject of the buyback offer pursuant to the eighth paragraph of Article L. 225-209-2. It indicates the valuation methods adopted to determine the minimum and maximum value of the repurchase price of these shares and the reasons why they have been retained.

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Article R225-160-3 of the French Commercial code

The expert’s report is filed at the registered office at least fifteen days before the date of the General Meeting called to vote on the buyback. It shall be made available to shareholders and statutory auditors, who may inspect it or obtain a copy in full or in part.

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Article R225-160-4 of the French Commercial code

I.-The register of purchases and sales provided for in article L. 225-211 to report transactions carried out pursuant to II of article L. 228-12 and of the I of article L. 228-12-1 is held under the terms and conditions set out in articles R. 225-159 and R. 225-160. II.-The register of purchases and sales provided for in Article L. 225-211 to record transactions carried out pursuant to III of Article…

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Article R225-162 of the French Commercial code

The statutory auditor may only convene the shareholders’ meeting after having unsuccessfully requested that it be convened by the Board of Directors or the Management Board, as the case may be, by registered letter with acknowledgement of receipt. When convening the meeting, the statutory auditor sets the agenda and may, for decisive reasons, choose a meeting venue other than that which may be provided for in the Articles of Association,…

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