BIC - 2020 Universal Registration Document

BOARDOF DIRECTORS’ REPORT AND DRAFT RESOLUTIONS OF THE SHAREHOLDERS’ MEETING OF MAY 19, 2021

Extraordinary Shareholders’ Meeting

ARTICLE 16 BIS – IDENTIFICATIONOF SHAREHOLDERS

Current wording

Proposed newwording

The Company is entitled, under the legal and regulatory conditions in force, to request, against remuneration to be paid by it, of the organization responsible for clearing the shares, the name or, in the case of a legal entity, the Company name, nationality, year of birth or, in the event of a legal entity, the year of creation, and the address of the owners of the shares conferring immediately or in the future the voting right in its own Shareholders’ Meetings, as well as the number of shares owned by each of them and, as the case may be, the restrictions which may encumber these shares.

The Company may at any time, in accordance with applicable laws and regulations, implement the procedure for identifying Shareholders and the holders of bearer shares conferring present or future rights to vote in its Shareholders Meetings. Failure to provide this information or providing incomplete or false information, is subject to penalties provided for by law.

Twenty-fourth resolution Modification of Article 10 of the articles of incorporation (Board of Directors)

The General Meeting, voting in accordance with quorum and majority rules for Extraordinary General Meetings, after having reviewed the Board of Directors’ Report, decide to amend the provisions of Article 10 (Board of Directors) of the Company’s articles of incorporation to eliminate the obligation thereunder for each Director to own at least one (1) share of the Company it being specified that the internal rules and procedures of the Board of Directors sets the minimum number of shares that each Director may hold during the term of his or her office.

ARTICLE 10 - BOARDOF DIRECTORS

Current wording

Proposed newwording

The Company is managed by a Board of Directors composed of at least three and no more than twelve members. During their term of office, each Director must own at least one share. If, on the date of his or her appointment, a Director does not own the required number of shares or if, during his or her term, he or she ceases to own this number, said Director is automatically considered as resigning if he or she has not rectified this situation within three months. Directors are appointed for a term of three years, and can be reelected subject to the application of the provisions governing the age limits. As an exception to the three year term provided for in the preceding paragraph, the General Meeting may set the Directors’ term for a period of one or two years in order to enable a staggered renewal of the Directors’ terms.

The Company is managed by a Board of Directors composed of at least three and no more than twelve members. Directors are appointed for a term of three years, and can be reelected subject to the application of the provisions governing the age limits. As an exception to the three year term provided for in the preceding paragraph, the General Meeting may set the Directors’ term for a period of one or two years in order to enable a staggered renewal of the Directors’ terms.

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• BIC GROUP - 2020 UNIVERSAL REGISTRATION DOCUMENT •