MRM_REGISTRATION_DOCUMENT_2017

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General information on the issuer and its share capital

Consolidated financial statements for the year ended 31 December 2017

Reappointment of six members of the Board of directors François de Varenne, Jacques Blanchard, Gérard Aubert, Brigitte Gauthier-Darcet, Jean Guitton and SCOR SE, whose terms of office were to expire at the end of the Combined General Meeting of 1 June 2017, were reappointed. To comply with the AFEP-MEDEF recommendation that terms of office be staggered so as to avoid block reappointments and ensure reappointments occur smoothly (§ 13.2 of said Code), and in accordance with Article 11 of the Articles of Association, the abovementioned terms of office were renewed for differentiated periods of one, two or four years. François de Varenne, Brigitte Gauthier-Darcet and SCOR SE were thus reappointed for a term of four years expiring at the end of the General Meeting to be held in July 2021 to approve the financial statements for the year then ended. Jacques Blanchard and Gerard Aubert were reappointed for a term of two years expiring at the end of the General Meeting to be held in July 2019 to approve the financial statements for the year then ended. Jean Guitton was reappointed for a term of one year expiring at the end of the General Meeting to be held in 2018 to approve the financial statements for the year then ended. On 1 June 2017, the Board of directors decided to keep the duties of Chairman of the Board of directors separate from those of Chief Executive Officer and to reappoint François de Varenne and Jacques Blanchard as M.R.M.’s Chairman and Chief Executive Officer respectively. Appointment of new Statutory Auditors The Combined General Meeting of 1 June 2017 voted in its fifth and sixth resolutions to appoint Mazars and RSM Paris as its principal Statutory Auditors to replace KPMG Audit FS I and RSM Rhône-Alpes.

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 which would be acquired, in accordance with the authorisation granted, or to be granted, by an Extraordinary General Meeting of Shareholders. These objectives are presented without prejudice to the effective order of use of the authorisation to buy back shares, which would be dependent on needs and opportunities. The maximum number of shares that could be purchased by the Company is capped at 10% of the share capital, adjusted for any potential capital increases or reductions that may take place during the term of the share buyback programme. 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 maximum unit price is fixed at €3 per share. In the event of any transactions being carried out on the share capital, in particular share 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. As of 31 December 2017, the Company held 35,012 treasury shares. In 2017, 46,182 securities were purchased under the liquidity agreements entrusted to Invest Securities at an average price of €1.84 per share and 34,531 shares were sold at an average price of €1.86 per share. In its third resolution, the Combined General Meeting of 1 June 2017 authorised: • Payment to shareholders of all payable earnings for the past year (i.e. €394,412) as dividends; • Payment to shareholders of €4,409,047 taken from “Additional paid-in capital” which was thus reduced from €58,360,025 to €53,950,978. This gives a total of €4,824,218, or €0.11 per share. The ex-dividend date was set at 7 June 2017 and the dividend payment date at 9 June 2017. Taking account of the treasury shares held by the Company, which do not qualify for a dividend payout, the final amount distributed to shareholders was €4,802,478. Payment of dividends and premiums

1.3 Subsequent events None.

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M.R.M. 2017 REGISTRATION DOCUMENT