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Article R228-22 of the French Commercial code

The special report of the company’s statutory auditor drawn up pursuant to article L. 228-19 includes its opinion on the company’s compliance with the special rights attached to preference shares and indicates, where applicable, the date from which these rights were disregarded. The costs of drawing up the report shall be borne by the company. The report shall be made available to shareholders, at the registered office, at least fifteen…

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Article R228-22-1 of the French Commercial code

For the application of III of article L. 228-12, the Board of Directors or the Management Board, or by delegation one of the persons mentioned in article L. 225-129-4, shall draw up a buyback notice which shall be made available to shareholders, at least fifteen days before the transaction is carried out, at the address of the registered office and at the registry of the commercial court within whose jurisdiction…

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Article R228-23 of the French Commercial code

The request for approval of the transferee provided for in the first paragraph of article L. 228-24 is notified to the company by extrajudicial document or by registered letter with acknowledgement of receipt. The appointment of the expert provided for in article 1843-4 of the Civil Code shall be made by the President of the Commercial Court; the latter shall grant the extension of the deadline provided for in the…

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Article R228-24 of the French Commercial code

For the application of Article L. 228-27, the defaulting shareholder is given formal notice by registered letter with acknowledgement of receipt. The sale of shares not admitted to trading on a regulated market is carried out at public auction by an investment services provider other than a portfolio management company or by a notary under the conditions provided for in article L. 211-21 of the Monetary and Financial Code.To this…

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Article R228-25 of the French Commercial code

The entry of the defaulting shareholder is automatically deleted from the company’s register of registered shares. If the shares issued are in registered form, the acquirer is registered and new certificates indicating the payment of the instalments called up and marked “duplicate” are issued. Where the shares were registered in an account with the issuer in accordance with the provisions of articles R. 211-1 and R. 211-4 of the Monetary…

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Article R228-28 of the French Commercial code

Decisions by general meetings of shareholders, relating to the consolidation of shares, provided for in articles L. 228-29-1 and L. 228-29-2, are taken, under the conditions laid down for amending the Articles of Association, on the proposal of a manager or the Board of Directors; this proposal relates in particular to the price for trading fractional shares and the commitments relating to this trading provided for in Article L. 228-29-2….

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Article R228-30 of the French Commercial code

The period provided for in the first paragraph of Article L. 228-29-3 is two years from the initial date of the consolidation transactions. Shareholders who have given the undertaking provided for in article L. 228-29-2 have an additional period of one month from the expiry of the period provided for in the first paragraph to consolidate their shares. The provisions of the first paragraph of Article L. 228-29-3 do not…

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