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16
Practices of administrative and management bodies
Information on service contracts betweenmembers of the administrative andmanagement bodies and the company
145
Worldline
2016 Registration Document
Information on service contracts between
16.2
subsidiaries
bodies and the company or
any one of its
members of the administrative andmanagement
subsidiaries, which provides for the granting of benefits.
To the Company’s knowledge, there are no service contracts between members of the Company’s Board of Directors and any of its
Internal Regulations of the Board of Directors
16.3
(in addition to those set forth in legislative and regulatory
composition, responsibilities and powers, and procedural rules
Directors adopted Internal Regulations setting forth its
At its meeting on April
30, 2014, the Company’s Board of
contain the principal provisions described below.
provisions and the Company’s bylaws). The Internal Regulations
Other Means of Telecommunication
Participation in Board of Directors’ Meetings by Video Conference or
16.3.1
participants’ voices and meeting technical requirements
participation in the meeting, at a minimum by transmitting the
the proceedings.
enabling the uninterrupted and simultaneous transmission of
conference or any other means of telecommunication
Code, meetings of the Board of Directors may be held by video
As permitted by article L.
225-37 of the French Commercial
permitting Directors to be identified and ensuring their effective
Directors.
telecommunication, as the case may be, available to such
Chairman may make video conferencing or other means of
at least 24 hours in advance of the meeting, so that the
as described above must so indicate by email to the Chairman
Directors by means of video conference or telecommunication
Directors who wish to participate in a meeting of the Board of
conference or other means of telecommunication are deemed
Directors participating in a meeting by means of video
meeting must be adjourned.
each participant and to verify the quorum. Otherwise, the
Adequate measures must be taken to permit identification of
present for purposes of calculating quorum and majority.
Commercial Code are to be voted on, relating to the preparation
decisions set forth in articles L.
232-1 and L.
233-16 of the French
The above provisions do not apply to meetings at which the
respectively.
consolidated financial statements and management report,
report and to the preparation of the Group’s annual
of the Company’s annual financial statements and management
Decisions Reserved for the Board of Directors
16.3.2
for the prior authorization of the Board of Directors:
The Chief Executive Officer must submit the following decisions
€
10 million;
Acquisition or disposal of shareholdings in excess of
●
Acquisition or disposal of assets in excess of €
10 million;
●
Acquisition of assets or shareholdings outside the Group’s
●
ordinary course of business;
€
10 million;
Acquisition or disposal of real estate in excess of
●