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FORM 20-F THOMSON multimedia - Technicolor

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The shareholders, at an extraordinary general meeting, may decide not to take these shares<br />

into account in determining the preferential subscription rights attached to the other shares.<br />

However, if the shareholders decide to take them into account, we must either sell the rights<br />

attached to the shares we hold on the market before the end of the subscription period or distribute<br />

them to the other shareholders on a pro rata basis.<br />

On November 10, <strong>20</strong>00, the shareholders authorized our Board of Directors to repurchase up to<br />

10% of our share capital. The purchase price may not exceed 0 100 per share and the sale price<br />

must be at least 0 40 per share, except in certain limited circumstances. This authorization will<br />

remain valid for eighteen months beginning November 10, <strong>20</strong>00. A resolution will be submitted to the<br />

next ordinary general meeting of shareholders to renew the authorization, provided that the purchase<br />

price and the sale price may change.<br />

Trading in our own shares<br />

Under Regulation No. 90-04 of the COB, as amended, we may not trade in our own shares for<br />

the purpose of manipulating the market. There are three general requirements for trades by a<br />

company in its own shares to be deemed valid:<br />

) These trades must be executed on our behalf by only one intermediary in each trading<br />

session, except during the issue period of any securities if the trades are made to ensure the<br />

success of the issuance,<br />

) Any block trades may not be made at a price above the current market price, and<br />

) Each trade must be made at a price that falls between the lowest and the highest trading<br />

price of the trading session during which it is executed.<br />

If a company’s shares, like our shares, are continuously quoted (cotation en continu), then a<br />

trade must meet three further requirements to be deemed valid:<br />

) The trade must not influence the determination of the quoted price before the opening of<br />

trading, at the first trade of the shares, at the reopening of trading following a suspension or<br />

reservation of securities, or, as applicable, in the last half-hour of any trading session or at the<br />

fixing of the closing price,<br />

) The trade must not be carried out in order to influence the price of a derivative instrument<br />

relating to the company’s shares, and<br />

) The trade must not account for more than 25% of the average total daily trading volume on<br />

Euronext Paris in the shares during a certain reference period immediately preceding the<br />

trade. In the case of shares eligible for the deferred settlement service, like our shares, this<br />

reference period is three days. This 25% limit does not apply to off-market block trades or to<br />

acquisitions made by an investment service provider on our behalf pursuant to a liquidity<br />

agreement meeting certain criteria.<br />

However, there are two periods during which we are not permitted to trade in our own securities<br />

other than through an investment service provider acting on our behalf pursuant to a liquidity<br />

agreement meeting certain criteria: the 15-day period before the date on which we make our<br />

consolidated or annual accounts public, and the period beginning on the date at which we become<br />

aware of information that, if disclosed, would have a significant impact on the market price of our<br />

securities and ending on the date this information is made public.<br />

After making an initial purchase of our own shares, we must file monthly reports with the COB<br />

and the CMF that contain specified information about subsequent transactions. The CMF makes this<br />

information publicly available.<br />

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