BML Holding

Overview: BML Holding is a dynamic and forward-thinking company that operates with a focus on collective decision-making and effective governance. Established with a commitment to excellence, BML Holding engages in various corporate activities, including capital management, securities issuance, and strategic transactions such as mergers, acquisitions, and asset contributions.

Corporate Governance

Decision-Making Authority

The associates exercise decision-making authority collectively, overseeing crucial aspects such as:

1. Capital structure adjustments: BML Holding is empowered to undertake activities like capital augmentation, reduction, or amortization.
2. Securities issuance: The company has the capability to issue a variety of securities.
3. Strategic transactions: BML Holding can engage in transformative actions such as mergers, scissions, partial asset contributions, dissolution, or extension.
4. Appointment of Auditors: The associates nominate auditors for financial oversight.
5. Financial Approval: The associates play a pivotal role in approving annual financial statements, regulated agreements, and profit allocation.
6. Executive Leadership: Decisions regarding the appointment, compensation, renewal, and removal of the President and Directors General rest with the associates.

Decision-Making Modalities

Collective Decision-Making

Decisions can be made collectively through:

• Assemblies: Physical gatherings at the registered office or another chosen venue.
• Written Consultations: Associates may vote in writing.
• Teleconferencing: Decision-making is facilitated through audiovisual means or telephone conferences.

Majority and Quorum

Decision approval is contingent upon various majority requirements:

• Unanimity for specific statutory modifications.
• 65% majority for changes to articles or exclusion of associates.
• Simple majority for other decisions.
• A quorum of at least 65% of voting shares is necessary for valid deliberations.

Information and Representation

Information Dissemination

Transparency is paramount, and associates are provided with comprehensive information before any collective consultation. This includes the agenda, decision texts, President's report, and relevant documents.

Representation

Associates have the flexibility to appoint proxies through written means.

Company Structure

Comité d'Entreprise

Delegates from the Employee Committee actively participate in decision-making processes, ensuring that employee perspectives are considered.

Financial and Operational Processes

Fiscal Year

The fiscal year for BML Holding spans from July 1 to June 30, with the initial fiscal year aligning with the company's registration date.

Financial Reporting

The President maintains accurate financial records, and annual financial statements are prepared in compliance with commercial laws and practices.

Results and Liquidation

Profit distribution, reserve allocation, and potential liquidation scenarios are decided collectively by associates based on financial performance and business objectives.

Additional Provisions

Commissaires aux Comptes

Independent auditors are appointed for six-year terms to ensure financial transparency and compliance.

Establishment and Publicity

All necessary powers are granted to the President for legal announcements, and the necessary documents are presented for formalities.

Conclusion

BML Holding, driven by its robust governance structure, collective decision-making, and commitment to transparency, stands as a reputable entity in the corporate landscape, poised for sustained growth and success.