MRM // 2021 Universal Registration Document

4

Corporate governance

Transactions with related parties

Shares may be bought back to: • stimulate the trading of M.R.M. securities on the secondary market, or the liquidity of M.R.M. shares via a liquidity contract concluded with an investment services provider in accordance with the regulations in force, bearing in mind that the number of shares taken into account for the aforementioned calculation corresponds to the number of shares acquired minus the number sold; • retain the shares purchased and subsequently use them in exchange or as payment in the context of any merger, spin-off, contribution or external growth transactions; • cover stock option plans and/or free share plans (or equivalent plans) for the beneft of the Group’s employees and/or corporate offcers, including the “Economic Interest Groups” and related companies, as well as all share allocations under a company or group savings plan (or similar plan), in respect of the proft-sharing scheme of the Company and/or all other forms of share allocation to Group employees and/or corporate offcers, including Economic Interest Groups and related companies; • ensure the hedging of securities giving access to the Company’s shares in accordance with the regulations in force; • cancel all or part of the shares that would be acquired, in accordance with the authorisation granted on 24 June 2021 by the General Meeting in its ffteenth 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 free 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.

3.9 Agreements entered into

by the Company that are amended or 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

The regulated agreements are presented in Section 1.20 “Agreements referred to in Articles L.225-38 and L.225-40 1 of the French Commercial Code” of Section 4.1 “Report on corporate governance” of this Universal Registration Document.

The Statutory Auditors’ special report on regulated agreements can be found in Section 4.3 “Statutory Auditors’ special report on regulated agreements” of this Universal 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 any of its subsidiaries that provide for the granting of benefits.

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M.R.M. 2021 UNIVERSAL REGISTRATION DOCUMENT

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