MRM - 2020 Universal Registration Document

1

Information on M.R.M.’s activities

Company history

SIIC status, referred to in Article 208 C of the French General Tax Code, allows companies that meet the eligibility conditions to beneft, as an option, from an exemption from corporate tax, on profts from the leasing of buildings and on capital gains on the sale of buildings or securities of real estate companies. Conditions for eligibility are twofold: • at least 80% of the Company’s business must derive from property holding and management; • no single shareholder may hold more than 60% of the share capital and voting rights of the Company, and at least 15% of the share capital and voting rights must be held by a combination of shareholders representing no more than 2% of the share capital and voting rights. A company must opt for SIIC status before the end of the fourth month from the beginning of the financial year for which it requests application of said status. It takes effect as from the first day of the applicable financial period and is irrevocable. The resulting change in tax status gives rise to the discontinuation of a company’s business (taxation of unrealised capital gains, payment of any deferred tax and any unpaid corporate tax on operating income). The corporate tax on unrealised capital gains, deferred taxes, and untaxed profits, levied at 16.5% (generally referred to as the exit tax), must be paid in instalments of 25% on 15 December of the first year of the option and of each subsequent year. SIICs and their subsidiaries having opted for the special tax regime are exempt from corporate tax on the portion of their earnings from: • the letting of buildings, provided that 95% of such earnings are distributed before the end of the financial period in which they are generated; • the capital gains on the disposals of buildings, shares in partnerships as defined by Article 8 of the French General Tax Code with an identical purpose to that of a SIIC, and/ or shares in subsidiaries having opted for the special tax regime, provided that 70% of such capital gains are distributed before the closing of the second financial year following their realisation;

• the dividends received from subsidiaries having opted for the special tax regime and deriving from tax-exempt income or capital gains, provided that they are entirely redistributed during the financial year following the dividend payout. 25 March 2008: M.R.M. joined the Euronext IEIF SIIC index. 7 March 2013: M.R.M. signed an investment agreement with SCOR SE under which the latter took a majority interest in M.R.M.’s share capital. 13 May 2013: The M.R.M. General Meeting of shareholders approved the Company’s recapitalisation, provided for in the investment agreement signed on 7 March 2013 with SCOR SE, along with the following items and transactions subject to carrying out the recapitalisation: • appointment of directors; • reduction of the Company’s share capital by lowering the par value of shares; • allocating negative retained earnings to additional paid-in capital; • capital increase without subscription rights in favour of SCOR SE; • conversion into Company shares of the bonds issued by DB Dynamique Financière; • issue and award of Company stock options free of charge to Company shareholders whose shares are registered on the day preceding the date on which the capital increase reserved for SCOR SE is carried out. 29 May 2013: The recapitalisation provided for in the investment agreement signed with SCOR SE on 7 March 2013 was carried out. It is reflected in the acquisition of a majority stake in the share capital by SCOR SE (59.9%), as well as the conversion into M.R.M. shares of the entire bond issue with a par value of €54.0 million issued by DB Dynamique Financière, a wholly-owned subsidiary of M.R.M. As SCOR SE’s stake in the capital of M.R.M. is less than 60%, M.R.M. continues to beneft from its SIIC status and the favourable tax regime that accompanies it. M.R.M.’s head office was moved to 5, avenue Kléber, Paris (75016).

M.R.M. 2020 UNIVERSAL REGISTRATION DOCUMENT

13