French Monetary and Financial Code
In forceI.-The persons referred to in Article L. 421-7 must meet the following requirements:
1° They must devote sufficient time to performing their duties within the market undertaking. The number of mandates for the functions mentioned in II that may be exercised simultaneously by one of these persons in any legal entity shall take into account the particular situation and the nature, scope and complexity of the activities of the market undertaking.
Unless they represent the State, the persons referred to in Article L. 421-7 may not simultaneously hold office in market undertakings that are significant by virtue of their size, internal organisation and the nature, scope and complexity of their activities:
a) More than one mandate for one of the functions mentioned in 1° of II and two mandates for one of the functions mentioned in 2° of II ;
b) More than four mandates for one of the functions mentioned in 2° of II.
For the purposes of this article, positions held within the same group within the meaning of Article L. 233-17-2 of the Commercial Code, and positions held within undertakings in which the market undertaking has a qualifying holding within the meaning of Article 4(1)(36) of Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013, shall be considered as a single position.
The AMF may authorise one of the persons referred to in Article L. 421-7 to hold an additional mandate for one of the functions referred to in 2° of II of this Article. It shall regularly inform the Autorité européenne des marchés financiers of such authorisations.
The limit on the number of offices held by one of the persons referred to in Article L. 421-7 shall not apply to offices held in entities that do not pursue primarily commercial objectives;
2° They collectively possess the knowledge, skills and experience that enable them to understand the activities of the market undertaking, in particular the main risks;
3° Each of them acts with honesty, integrity and independence of mind in order to evaluate effectively and critically, if necessary, the decisions of the persons who report to them on the day-to-day management of the market undertaking, and to supervise and monitor the decisions taken effectively.
II - The functions subject to the provisions of I are :
1° The positions of managing director, deputy managing director, member of the management board, sole managing director or any other person exercising equivalent functions;
2° The duties of a member of the Board of Directors, the Supervisory Board or any other corporate body performing equivalent duties.
