to download the 2012 registration document. - Groupe M6

M6 GROUP PRESENTATIONCORPORATE PURPOSE (ARTICLE 3 OF THE BYLAWS)The Company’s corporate purpose is as follows:- operation of one or more audiovisual communications service broadcast or distributed over terrestrial,cable, satellite networks or by any other means that may be authorised, as applicable, by the ConseilSupérieur de l’Audiovisuel (CSA), comprising in particular the conception, production, programmingand broadcasting of television programmes, including advertisements;- all industrial, commercial, financial and real estate transactions directly or indirectly connected to theabove. Also, any related or complementary aims likely to further the development of the Company’sobjectives or assets.EXECUTIVE BOARD (ARTICLES 15 to 19 OF THE BYLAWS)The Company is managed by the Executive Board, which carries out its duties under the oversight of theSupervisory Board.The Executive Board comprises between two and five natural persons, aged less than 70 years andappointed by the Supervisory Board for a period of 5 years.The Supervisory Board appoints a member of the Executive Board as Chairman. The Executive Boardmeets as often as required in the interest of the Company. At least half the members must be inattendance to validate submissions, which must be approved by a majority of members in attendance. Inthe event of a split vote, the Chairman of the meeting shall have the casting vote.The Executive Board has the widest possible powers to act in all circumstances on behalf of theCompany with third parties, to the exception of powers expressly bestowed upon the Supervisory Boardand Shareholders’ General Meetings by the law.SUPERVISORY BOARD (ARTICLES 20 to 24 OF THE BYLAWS)The Supervisory Board comprises a minimum of three and a maximum of fourteen members, eithernatural persons or legal entities.Board members are appointed by an Ordinary General Meeting for a period of 4 years. As an exceptionand solely for the purpose of establishing staggered terms of office for Board members, the OrdinaryGeneral Meeting may appoint one or several members of the Supervisory Board for terms of one (1), two(2) or three (3) years.In the event of a vacancy, due to death or resignation of one of its members, the Board may appointmembers on a provisional basis between two General Meetings, subject to approval from the followingOrdinary General Meeting.At least one third of members must be deemed independent. A member of the Supervisory Board isdeemed independent when he/she has no relationship of any kind with the Company, its Group or itsmanagement likely to compromise the exercise of his/her free judgement.No person over the age of 70 may be appointed to the Supervisory Board should this appointment leadto one third of Board members exceeding this age.Every member of the Supervisory Board must hold 100 (one hundred) shares.The Supervisory Board elects from amongst its natural person members a Chairman and a Vice-Chairman, in charge of convening and directing meetings. The Board meets as often as required uponnotice of its Chairman, or failing that, its Vice-Chairman.At least half of Board members must be in attendance to validate decisions, which are taken by a majorityof the votes of attending and represented members. Each member has one vote and may not representmore than one other Board member. In the event of a split vote, the Chairman of the meeting shall havethe casting vote.The Supervisory Board exercises permanent control of the Company’s management by the ExecutiveBoard and provides prior approval to the latter to finalise transactions that require its authorisation.38 - M6 GROUP - 2012 REGISTRATION DOCUMENT