Common use of Non-Voting Clause in Contracts

Non-Voting. members (censeurs) Shareholders, convened at a Shareholder Meeting, may appoint one or more non-voting members who may or may not be selected from among the shareholders. The Supervisory Board may appoint non-voting members subject to approval at the next Shareholder Meeting. The Supervisory Board can allocate to the non-voting members remuneration and determine the amount thereof. Non-voting members will be appointed for a three-year term and their term of office will expire at the end of the General Meeting of shareholders called to approve the financial statements of the year preceding the year during which the term of office of said non-voting members expires. The non-voting members, who are in charge of ensuring the strict application of the Memorandum and Articles of Association, shall be invited to attend Supervisory Board Meetings; they shall take part in voting in an advisory capacity.