Section 7: Prudential provisions

Articles in this section · 18

L511-41L511-41-1L511-41-1-AL511-41-1-BL511-41-1-CL511-41-2L511-41-3L511-41-4L511-41-5L511-42L511-43L511-44L511-45L511-47L511-48L511-49L511-50L511-50-1

Article L511-50-1

French Monetary and Financial CodeIn force
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Updated 7 Nov 2023

I. - If the term of office of a member of the Board of Directors, the Supervisory Board or any other body exercising equivalent functions is terminated as a result of a decision by the Autorité de contrôle prudentiel et de résolution to oppose the appointment, pursuant to Article L. 612-23-1, the Board may, between two General Meetings, make provisional appointments.

Where the opposition of the Autorité de contrôle prudentiel et de résolution results in the number of members of the Board falling below the legal minimum, the remaining directors or the Management Board shall immediately convene an Ordinary General Meeting in order to complete the membership of the Board of Directors or the Supervisory Board.

If the opposition of the Autorité de contrôle prudentiel et de résolution results in the number of members of the Board falling below the statutory minimum without, however, falling below the legal minimum, the Board of Directors or the Supervisory Board shall, within three months of the date of termination of the term of office, make provisional appointments to complete its membership.

Appointments made by the Board pursuant to the third paragraph of this I are notified to the Autorité de contrôle prudentiel et de résolution, under the conditions set out in Article L. 612-23-1, and are subject to ratification by the next Ordinary General Meeting. In the absence of ratification, the resolutions passed and actions taken previously by the Board shall nonetheless remain valid.

If the Board fails to make the required appointments or if the General Meeting is not convened, any interested party may apply to the courts for the appointment of an agent to convene the General Meeting for the purpose of making the appointments or ratifying the appointments provided for in the third paragraph of this I.

II. - If the Chairman's term of office ends, the Board of Directors or the Supervisory Board may delegate the duties of Chairman to a director or a member of the Supervisory Board. This delegation is given for a limited period and is not renewable. It must be notified to the Autorité de contrôle prudentiel et de résolution, under the conditions set out in article L. 612-23-1.

A decree of the Conseil d'Etat shall specify the conditions of application of this article.

Mariela Petrova

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A notary (notaire) is a public officer who authenticates specific deeds (mainly real-estate transfers and certain family-law acts). A corporate lawyer (avocat) advises on strategy, negotiates and drafts company documents, and represents you in disputes. The two roles complement rather than overlap.

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Mariela Petrova

Mariela Petrova

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15+ Years In Corporate Practice

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