Sub-section 2: Obligations.

The agenda for the meetings is drawn up by the author of the notice of meeting. However, one or more bondholders may, under the conditions set out in the second paragraph of Article L. 228-58, to request that draft resolutions be included on the agenda. These are placed on the agenda and submitted by the Chairman of the meeting to the vote of the meeting. The meeting may not deliberate…

An attendance sheet is kept at each meeting. Decisions taken at each meeting are recorded in minutes, signed by the officers and kept at the registered office in a special register. The particulars that must be included in the attendance sheet and the minutes are determined by decree in the Conseil d’Etat.

If there is more than one body of bondholders, they may under no circumstances deliberate at a joint meeting. Any bondholder has the right to attend the meeting or to be represented at the meeting by a proxy of his or her choice. Any bondholder may vote by post, using a form, the details of which are set by decree in the Conseil d’Etat. Any provisions of the Articles of…

The following may not represent bondholders at general meetings: managers, directors, members of the management and supervisory boards, general managers, auditors or employees of the debtor company or of the companies guaranteeing all or part of the commitments of the said company, as well as their ascendants, descendants and spouses.

The representation of a bondholder may not be entrusted to persons who are prohibited from exercising the profession of banker or who are disqualified from directing, administering or managing a company in any capacity whatsoever.

The meeting is chaired by a representative of the group. If the representatives are absent or if there is disagreement between them, the meeting shall appoint a person to act as chairman. If convened by a court-appointed agent, the meeting is chaired by the latter. Failing representatives of the general body appointed under the conditions provided for in articles L. 228-50 and L. 228-51, the first meeting is opened under…

I.-The General Meeting shall deliberate on all measures intended to ensure the defence of the common interests of the bondholders and on any proposal to amend the contract and in particular: 1° On any proposal relating to the amendment of the purpose or form of the company; 2° On any proposal either for a compromise or for a settlement of rights in dispute or which have been the subject of…

Voting rights at general meetings of bondholders belong to the bare owner.

The voting right attached to the bonds must be proportional to the portion of the amount of the loan they represent. Each bond entitles its holder to at least one vote.

Meetings may neither increase the burdens on bondholders nor establish unequal treatment between bondholders of the same body. They may not decide to convert bonds into shares, subject to the provisions of article L. 228-106. Any provision to the contrary is deemed unwritten.