2007 - April

1.0
Management report
18. Elements likely to have an impact in the
event of a public offering
In accordance with Article L. 225-100-3, we would like to
inform you about the following points:
The structure of the capital and any known direct or indirect
equity interests of the company, with all corresponding
information, are presented in Section 2 in the principal
document I for the reference document;
To the best of the company’s knowledge, no shareholders’
agreements or other commitments have been entered into
between shareholders;
There are no securities including special rights of control;
The voting rights associated with APRIL shares held by staff
under the APRIL equity-based mutual fund are exercised
by a representative appointed by the mutual fund’s
Supervisory Board with a view to representing it at General
Meetings;
The rules for appointing and dismissing members of the
Board of Directors represent the rules applicable under
common law;
In terms of the Board of Directors’ powers, the delegations
that are currently valid are described in the present report
under Section 14 (share buyback program) and in the table
presenting capital increase-related delegations;
Our company’s bylaws may be amended in accordance with
the legal and regulatory provisions in force;
The agreements governing any compensation due in the
event of the termination of Executive Board member
functions are presented in Section 11.
19. Transactions on securities by corporate
officers, senior managers or their close
relatives over the year
Patrick PETITJEAN
Exercising of 10,000 APRIL GROUP equity warrants on July
4 th , 2007 at a price of 16.86 euros.
Sale of 10,000 APRIL GROUP equity warrants on July
4 th , 2007 at a price of 39.53 euros
Dominique GODET
Acquisition of 350 APRIL GROUP shares on July 31st, 2007
at a unit price of 42.05 euros.
Exercising of 2,000 APRIL GROUP equity warrants on
December 20 th , 2007 at a unit price of 16.69 euros.
Sale of 425 APRIL GROUP equity warrants on December
20 th , 2007 at a unit price of 45.00 euros.
20. Co-Statutory Auditors’ review
The following reports are going to be presented to you:
The general report drawn up by your co-statutory auditors
on the statutory financial statements;
Their report on the consolidated financial statements;
Their special report on the agreements covered under
Articles L. 225-38 et seq of the French commercial code;
Their report on the Chairman of the Board of Directors’
report as per the last paragraph of Article L. 225-235 of the
French commercial code;
Their report on the authorization granted to the Board of
Directors to increase the share capital.
CONCLUSION
We will ask you to duly note the information contained in the
present report for the members of the Board of Directors, to
approve the annual and consolidated financial statements for
the past year, as they have been presented to you, to ratify
the proposals submitted by your Board of Directors and to
discharge the liability of each of its members for the year in
question.
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