MRM - 2018 Registration document

4

Corporate governance

Transactions with related parties

3.9 Agreements entered into by the Company that are amended or

• ensure the hedging of stock option plans and/or bonus share plans (or similar) reserved for employees and/or corporate officers of the Group, as well as any share allocations under company or Group savings plans (or similar plan), employee profit-sharing and/or any other form of allocation of shares to employees and/or corporate officers of the Group; • ensure the hedging of securities giving access to the Company’s shares in accordance with regulations in force; • cancel all or part of the shares that would be acquired, in accordance with the authorisation granted on 1 June 2017 by the General Meeting in its seventeenth extraordinary resolution. These share purchases may be made by any means, including via the purchase of blocks of securities, whenever the Board of directors deems it appropriate. The Company reserves the right to use option mechanisms or derivatives within the framework of the applicable regulations. The maximum unit price is fixed at €3 per share. In the event of any transactions in the share capital, in particular stock splits, reverse splits and bonus share allocations, the number of purchasable shares indicated above would be adjusted accordingly by applying a multiplying factor equal to the ratio between the number of shares comprising the share capital prior to the transaction, and the number after the transaction. The maximum amount that can be invested in the share buyback programme is capped at €13,100,344.

terminated in the event of a change of control of the Company, unless such disclosure, save in cases of mandatory disclosure, would seriously undermine its interests

None.

3.10 Agreements providing for compensation to members of the Board of directors or employees if they resign or are dismissed without just cause or if their employment is terminated due to an IPO

None.

Transactions with related parties

4.2

4.2.1 Regulated agreements

Regulated agreements are presented in Section 1.18 “Agreements referred to in Articles L.225-38 and L.225-40-1 of the French Commercial Code” of Section 4.1 “Corporate governance report” of this Registration Document.

The Statutory Auditors’special report on regulated agreements and commitments can be found in Section 4.3 “Statutory Auditors’report on regulated agreements and commitments” of this Registration Document.

4.2.2 Other agreements with related parties

To the Company’s knowledge, there are no service contracts linking members of the Board of directors or General Management to the Company or one of its subsidiaries and providing for benefits.

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M.R.M. 2018 REGISTRATION DOCUMENT