ASHLER AND MANSON
Société Anonyme with a Board of Directors, with a capital of 1,000,000 Euros
Headquarters: BORDEAUX (33000), 2, Allées d’Orléans
532 700 648 RCS BORDEAUX
TEXT OF DRAFT RESOLUTIONS
ORDINARY ANNUAL GENERAL MEETING OF JUNE 20, 2022
FIRST RESOLUTION
APPROVAL OF ACCOUNTS
The General Meeting, after having heard the reading of the management report of the Board of Directors, and the general report of the Statutory Auditor on the financial year ended December 31, 2021, approves the annual accounts and the balance sheet for this financial year, as presented to him, said accounts resulting in a profit of 118,317 Euros.
In addition, in accordance with articles 223 quater and 223 quinquies of the General Tax Code, the general meeting approves the amount of expenses excluded from the charges deductible from the corporate tax base under the article 39, 4 of the General Tax Code which amounts to 4,673 euros.
It also approves the transactions reflected in these accounts or summarized in these reports.
The General Meeting therefore grants the Chairman and Chief Executive Officer, the Deputy Chief Executive Officer and the directors discharge from the execution of their mandates for the approved financial year.
SECOND RESOLUTION
AGREEMENTS OF ARTICLES L. 225-38 AND FOLLOWING
COMMERCIAL CODE
The General Meeting, after hearing the reading of the special report of the Statutory Auditor on the agreements covered by article L 225-38 and following of the Commercial Code, approves the conclusions of the said report and the agreements mentioned therein. .
THIRD RESOLUTION
ALLOCATION OF RESULTS
HAS – The General Meeting, on the proposal of the Board of Directors, decides to allocate the profit for the year as follows:
Appropriation of profit for the year:
– At the Legal reserve post
up to: 5,916 Euros
– Under Other Reserves
up to: 17,106 Euros
– As a dividend
up to: 95,295 Euros
Total equal to profit for the year: 118,317 Euros
The unit dividend is therefore 0.03 euros.
The cash dividend will be paid at the registered office as of today.
The Meeting acknowledges having been informed that dividends and similar distributions received by individuals since January 1, 2018 are subject, in the year of their payment, subject to exceptions, to a non-discharging flat-rate deduction at the rate of 12.8% collected at as a deposit as well as social security contributions up to 17.2%.
These sums are declared and paid by the paying institution no later than the 15th of the month following that in which the dividends are paid.
B – We remind you that, in accordance with the provisions of article 243 bis of the CGI, no dividend has been distributed for the last three financial years.