Pursuant to article L. 823-1 of the French Commercial Code, amended by Law n° 2016-1691 of December 9, 2016, it is no longer mandatory to appoint a Deputy Statutory Auditor if the Principal Statutory Auditor is a legal entity (excluding single-member companies).
Since the terms of office of Auditex company and Mr Jean-Christophe Georghiou as Deputy Statutory Auditors will expire at the end of this General Meeting (10th resolution), it is proposed to Shareholders to remove the reference to Deputy Statutory Auditors from the articles of association and, consequently, to approve the amendment of article 17 (Audit of the Company) therein.
(Amendment of article 17 of the articles of association (Audit of the Company) concerning the appointment of Deputy Statutory Auditors)
The Shareholders, deliberating according to the quorum and majority required for Extraordinary General Meetings, after having reviewed the Report of the Board of Directors, decide to amend the provisions of article 17 (Audit of the Company) of the Company’s articles of association in order to remove the reference to Deputy Statutory Auditors.
Article 17 of the articles of association will now be worded as follows:
| Old wording | New wording |
|---|---|
| Old wording
At the Ordinary General Meeting, the Shareholders appoint, under the conditions and with the assignments set by law, the principal and deputy Statutory Auditors. |
New wording
At the Ordinary General Meeting, the Shareholders appoint the principal Statutory Auditors, under the conditions and with the assignments set by law. |
The 28th resolution is intended to amend the Company’s articles of association in order to bring them into compliance with various legal and regulatory provisions.
Therefore, it is proposed that you approve the updating of the following articles within the Company’s articles of association:
These amendments do not entail any fundamental changes to the articles concerned.
