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Article L214-96 of the French Monetary and Financial Code

All subscriptions are recorded in a subscription form drawn up in accordance with conditions laid down by decree. At least one quarter of the nominal value of shares subscribed for in cash must be paid up at the time of subscription and, where applicable, the full amount of the issue premium. The remainder must be paid up in one or more instalments within five years of subscription. No new shares…

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Article L214-97 of the French Monetary and Financial Code

Except in the case of inheritance, liquidation of community property between spouses, or transfer either to a spouse or to an ascendant or descendant, the transfer of shares to a third party, in any capacity whatsoever, may be subject to the Company’s approval by means of a clause in the Articles of Association. If an approval clause is stipulated, the Company must be notified of the request for approval, stating…

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Article L214-98 of the French Monetary and Financial Code

Non-trading property investment companies and forestry savings companies are managed by a management company referred to in article L. 532-9 of the French Monetary and Financial Code. The management company of non-trading property investment companies and forestry savings companies is appointed in the articles of association or by the general meeting by a majority of the votes held by the shareholders present or represented. The management company, regardless of how…

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Article L214-99 of the French Monetary and Financial Code

A supervisory board is responsible for assisting the management company. It is made up of at least seven members of the société civile de placement immobilier or société d’épargne forestière who are appointed by the ordinary general meeting of the société civile de placement immobilier or société d’épargne forestière. It carries out any checks and controls it deems appropriate at any time. It may obtain any document or request a…

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Article L214-100 of the French Monetary and Financial Code

Any person who, directly or through an intermediary, actually directs, administers or manages the company under the guise or in the place of the company’s legal representatives is subject to the same obligations and may be liable to the same penalties as these representatives themselves.

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Article L214-101 of the French Monetary and Financial Code

The management company may, on behalf of the non-trading property investment company (société civile de placement immobilier) or forestry savings company (société d’épargne forestière) that it manages, take out loans, assume debts or make acquisitions payable in advance, up to a maximum limit set by the General Meeting. This limit takes into account the indebtedness of the companies mentioned in 2° of I of Article L. 214-115. With regard to…

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Article L214-102 of the French Monetary and Financial Code

I. – Subject to the limits and conditions laid down by decree of the Conseil d’Etat, a société civile de placement immobilier or a société d’épargne forestière may grant, over its assets, the guarantees necessary for the conclusion of contracts relating to its activity, in particular those relating to the setting up of the loans mentioned in article L. 214-101. II. – Within the limits and conditions set by decree…

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Article L214-103 of the French Monetary and Financial Code

The Ordinary General Meeting is held within six months of the end of the financial year to approve the accounts. The Public Prosecutor or any shareholder may apply to the President of the competent court, acting in summary proceedings, to order the directors to convene this meeting or to appoint an agent to do so, subject to a fine if necessary. Each shareholder has a number of votes proportional to…

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Article L214-104 of the French Monetary and Financial Code

Any member may receive proxies issued by other members with a view to being represented at a General Meeting, without any limits other than those resulting from legal or statutory provisions setting the maximum number of votes that may be held by any one person, either in his own name or as a proxy. Clauses contrary to the provisions of the previous paragraph are deemed unwritten. If a shareholder does…

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