Subsection 2: The Management Board and the Supervisory Board.

The Supervisory Board exercises ongoing control over the management of the company by the Management Board.

The Articles of Association may make the conclusion of the transactions they list subject to the prior authorisation of the Supervisory Board. However, sureties, endorsements and guarantees, except in companies operating a banking or financial institution, are subject to authorisation by the Supervisory Board, which limits the amount, under conditions determined by decree in the Conseil d'Etat. This decree also determines the conditions under which the exceeding of this authorisation may be invoked against third parties. The Board may, however, grant this authorisation globally and annually without any limit on the amount to guarantee the commitments made by controlled companies within the meaning of II of article L. 233-16. The Board may also authorise the Executive Board to grant, in the aggregate and without limit as to amount, sureties, endorsements and guarantees to secure commitments entered into by controlled companies within the meaning of II above, provided that the Executive Board reports thereon to the Board at least once a year. The Management Board may also be authorised to give sureties, endorsements or guarantees in the name of the company to tax and customs authorities, with no limit on the amount.

At any time of the year, the Supervisory Board carries out the checks and controls it deems appropriate and may obtain any documents it deems necessary to carry out its duties.

At least once a quarter, the Management Board presents a report to the Supervisory Board.

After the close of each financial year and within the period set by decree in the Conseil d'Etat, the Management Board presents to it, for verification and control purposes, the documents referred to in the second paragraph of Article L. 225-100.

The Supervisory Board presents to the General Meeting provided for in Article L. 225-100 a report on corporate governance attached to the management report referred to in the same article. This report includes the information, where applicable adapted to companies with a supervisory board, referred to in Article L. 225-37-4, as well as the observations of the supervisory board on the report of the management board and on the financial statements for the financial year.

>Supervisory boards are required to submit a report on corporate governance to the general meeting provided for in Article L. 225-100.