Section 4: Changes in share capital and employee share ownership.

In the report provided for in Article L. 225-129, all relevant information on the reasons for the proposed capital increase and on the progress of the Company’s business since the beginning of the current financial year and, if the Ordinary General Meeting called to approve the financial statements has not yet been held, during the previous financial year. Where applicable, the Board of Directors or the Management Board shall indicate…

The report by the Board of Directors or the Management Board provided for in Article L. 225-135 shall state the maximum amount and the reasons for the proposed capital increase, as well as the reasons for the proposal to waive pre-emptive subscription rights. It also indicates: 1° In the cases provided for in articles L. 225-136 and L. 22-10-52 and in II of article L. 225-138, the procedures for placing…

When the General Meeting itself determines all the terms and conditions of the capital increase with cancellation of preferential subscription rights, the report referred to in Article R. 225-114 shall also indicate the impact of the proposed issue on the situation of holders of equity securities and securities giving access to the capital, in particular with regard to their share of shareholders’ equity at the close of the last financial…

Where the General Meeting has delegated its powers or competence under the conditions provided for in Articles L. 225-129-1, L. 225-129-2, L. 225-136 and L. 22-10-52 or in I and II of Article L. 225-138, the Board of Directors, or the Management Board, shall draw up, at the time the authorisation is used, a supplementary report describing the final terms of the transaction established in accordance with the authorisation granted…

Whether or not shareholders and holders of investment certificates are asked to waive their pre-emptive rights, the content of the reports by the Board of Directors or the Management Board and the Statutory Auditors to the General Meeting called to authorise an issue of securities referred to in Articles L. 228-91 et L. 228-93 is governed by articles R. 225-113 and R. 225-114 as well as, depending on the case,…

For the application of the third paragraph of article L. 225-132, when the preferential subscription right is detached from tradable shares, it is itself tradable from the second business day before the opening of the subscription period or, if this day is not a trading day, the preceding trading day, and until the second business day before the end of the subscription period or, if this day is not a…

For the application of article L. 225-135-1, the General Meeting may provide that the number of shares may be increased within thirty days of the close of the subscription period by up to 15% of the initial issue and at the same price as that used for the initial issue.

When an issue of new shares or securities giving access to the capital is likely to result in a capital increase, shareholders are informed of this issue and its terms and conditions by a notice containing, in particular, the following information: 1° The company name, followed, where applicable, by its acronym; 2° The form of the company; 3° The amount of share capital; 4° The address of the registered office;…

Where the General Meeting has waived shareholders’ pre-emptive rights, the provisions of Article R. 225-120 do not apply.

Shareholders who waive their pre-emptive rights on an individual basis shall notify the company by registered letter. Waiver without indicating a beneficiary shall be accompanied, in the case of bearer shares, by the corresponding coupons or a certificate from the custodian of the securities or the intermediary provided for in the article R. 211-4 of the Monetary and Financial Code acknowledging the shareholder’s waiver. Waiver made in favour of named…