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Article R228-19 of the French Commercial code

November 6, 2023

For the application of II of article L. 228-12, the report of the Board of Directors or the Management Board shall specify the terms and conditions of the buyback, as well as the justifications and methods for calculating the proposed price. It shall specify the impact of the transaction on the situation of holders of equity securities and securities giving access to the capital as defined in the first paragraph…

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Article R228-20 of the French Commercial code

November 6, 2023

When the Extraordinary General Meeting decides on the inclusion in the Articles of Association of the procedures for converting preference shares, the report of the Board of Directors or the Management Board shall indicate the procedures for conversion, as well as the procedures for making available to shareholders the reports of the Board of Directors or the Management Board and of the Statutory Auditor provided for in Article R. 228-18….

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Article R228-21 of the French Commercial code

November 6, 2023

The reports mentioned in articles R. 228-17 to R. 228-20 are sent to the special meetings of holders of preference shares concerned when they are asked to approve these amendments. They shall be made available to the latter at the company’s registered office from the date on which the special meeting is convened under the conditions provided for in Article R. 225-88 and in the second paragraph of article R….

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Article R228-22 of the French Commercial code

November 6, 2023

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

November 6, 2023

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

November 6, 2023

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

November 6, 2023

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

November 6, 2023

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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is a Registered Trademark of
PETROFF LAW FIRM (SELARL LEGASTRAT)
182, rue de Rivoli
75001, Paris France
RCS Paris n°814433470
Paris Bar Registration n° (Toque) C2396

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is a Registered Trademark of
PETROFF LAW FIRM (SELARL LEGASTRAT)
182, rue de Rivoli
75001, Paris France
RCS Paris n°814433470
Paris Bar Registration n° (Toque) C2396

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