Read the Registration Document - Guerbet

) Provisions of the articles of association governing the distributionof earnings• Distribution of earnings (article 23)Distributable profits comprise profits for the financial year less prior losses and amounts appropriated toreserves by law and under the company’s Articles of Association, plus retained earnings.Following the approval of the financial statements and recognition of a distributable profit, a non-cumulativeamount is deducted representing 6% of paid-up and unredeemed shares possessed by shareholders as aninitial dividend.The general meeting may appropriate from distributable profit any sum it deems fit to be carried forward asretained earnings or transferred to revenue reserves.The balance, when it exists, is distributed to shareholders in proportion to the number of shares they own.The general meeting ruling on the accounts of the financial year is entitled to grant to each shareholder, forall or part of the dividend or interim dividend distributed, an option between payment in cash or in shares.c) Provisions of the articles of association relating to share capitalProvisions of the Articles of Association relating to share capital are presented in the third section of thisdocument, "Shareholder information".d) Other provisions of the articles of association• Corporate charter (article 2)The purpose of the company, in France and all other countries includes:- The administration and management of all companies or enterprises and direct or indirect interestsin all undertakings of these companies or enterprises and through all means;- Research and technical assistance to all companies, notably in the chemical and pharmaceuticalareas;- The purchase, sale, manufacturing, processing and exploitation of all chemical or pharmaceuticalproducts;- The purchase, production, exploitation, sale and distribution of all products and pharmaceuticalspecialities and all related accessories, articles and services;- Pharmacological and clinical research, as well as the production and distribution of all productsdestined for pharmaceutical and clinical trials;- The creation, registration, acquisition and direct or indirect use of all invention patents, theacquisition of all licenses and their direct or indirect exploitation;- Acquisition of equity interests in all industrial, commercial, financial, real estate and investmentcompanies, the creation of all companies, participation in capital increases, mergers, spin-offs,merger-demergers and partial mergers;- The acquisition and management of all securities and ownership rights, through all means, notablythrough subscriptions, contributions, acquisitions of shares, shares of founders or beneficiaries ofshare rights, partnership interests or other types of ownership interests and bonds;- And, in general, all industrial, commercial, financial, securities and real-estate transactions whichmay be directly or indirectly related to the above or contribute thereto.154