French Commercial code
In forceI.-If irreducible subscriptions and, where applicable, reducible subscriptions have not absorbed the entire capital increase:
1° The amount of the capital increase may be limited to the amount of subscriptions unless the General Meeting decides otherwise. In no case may the amount of the capital increase be less than three quarters of the increase decided upon;
2° Unsubscribed shares may be freely distributed in whole or in part, unless the General Meeting has decided otherwise;
3° Unsubscribed shares may be offered to the public in whole or in part where the General Meeting has expressly allowed this possibility. This authorisation is not required for the public offers referred to in 1° or 2° of Article L. 411-2 of the Monetary and Financial Code or article L. 411-2-1 of the same code.
II.-The Board of Directors or the Management Board may use the options provided for above, or some of them only, in the order it determines. The capital increase is not completed if, after the exercise of these options, the amount of subscriptions received does not reach the entire capital increase or three quarters of this increase in the case provided for in 1° of I.
III.- However, the Board of Directors or the Management Board may, automatically and in any case, limit the capital increase to the amount reached when the unsubscribed shares represent less than 3% of the capital increase. Any decision to the contrary shall be deemed unwritten.
