2017 REGISTRATION DOCUMENT
BOURBON 2017 Registration Document 99 MANAGEMENT REPORT Report explaining the Board of Directors’ resolutions proposed to the Combined Shareholders’ Meeting of may 30, 2018 3 8.9 FINANCIAL DELEGATION The Shareholders’ Meeting is requested to grant to the Board of Directors, for a period of 26 months, its power to increase the share capital, in accordance with the provisions of Articles L. 225-129-2 and L. 225-130 of the French Commercial Code, on one or more occasions, at the times and according to the procedures it sees fit, through the incorporation of reserves, profits, premiums or other amounts that may be capitalized, by issuing or allocating bonus shares or by increasing the par value of existing ordinary shares, or through the combination of these two processes. The amount of the capital increase resulting from issues made must not exceed the nominal amount of €7,000,000, not taking into account the amount necessary to preserve, in accordance with the law, the rights of holders of marketable securities giving entitlement to shares. 8.10 REALIGNMENT OF THE BYLAWS OF THE COMPANY It is moved that the Shareholders’ Meeting: 3 delegate to the Board of Directors the ability to align the Company’s Articles of Association with legislative and regulatory provisions, subject to ratification of such modifications by the next Extraordinary General Meeting; 3 in application of the provisions of Article L. 225-27-1 of the French Commercial Code, firstly to introduce into the bylaws an Article 13 bis “Directors representing employees” to allow the appointment of a Director representing employees following an election by the employees of the Company and its direct or indirect subsidiaries, for which their registered offices are located in France, and secondly, to consequently modify the title of Article 13 “Appointment of Directors”, which would thus be entitled “Appointment of Directors with the exception of Directors representing employees”, the content of Article 13 remaining unchanged. Our recommendation is that you approve the resolutions proposed to this meeting. The Board of Directors.
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