Company Name

Simplified single-member joint stock company

with a capital of …………………. euros

Head office: …………………………………………

The undersigned:

M. ……………………………….

born on ……………………………………. in ……………………………………………

living at ...

of French nationality.

He (or she) established the statutes of a single shareholder simplified joint-stock company as follows.
decided to institute.

TITRE I FORME JURIDIQUE - OBJET - DENOMINATION SOCIALE - SIEGE SOCIAL - DUREE

Article 1 - Shape

The company is a single-person simplified joint-stock company governed by legal provisions and
regulations in force and by these bylaws.

Article 2 - Object

The company aims to operate in France and abroad: ……………………………………. (describe all the)
current or future activities, in the broadest sense possible

the participation of the company, by any means, in all enterprises or companies created or to be created,
that can be linked to the corporate purpose, particularly through the creation of new companies, contributions,
partnership, subscription or buyback of debts or equity rights, merger, alliance or association in
participation or economic interest group or leasing management;

and more generally, all industrial, commercial, and financial operations, movable and
real estate that can be directly or indirectly related to the corporate purpose and to all objects
similar or related that could promote its expansion or development.

Article 3 - Company Name

The company name is: .................................................

All acts, invoices, announcements, publications, and other documents issued by the Company must
indicate the company name, immediately preceded or followed by the words 'Company by shares'
"simplified single-person company" or the initials "S.A.S.U." and the statement of the amount of social capital.

Article 4 - Registered Office

The registered office of the company is located at: ……………………………………………………………..

Article 5 - Duration
The company is established for a duration of 99 years, which begins to run from the day of its
registration with the Trade and Companies Register, except in cases of early dissolution or
prorogation.

TITLE II CONTRIBUTIONS - SHARE CAPITAL - FORM OF SHARES - TRANSMISSION AND INDIVISIBILITY OF

ACTIONS

Article 6 - Contributions

The sole partner, undersigned, has made the following contributions to the company:

A cash amount of two hundred, here ……………………………………….. euros, corresponding to

…… (name in letters and in numbers) shares of ……… euros,
subscribed in full and fully released as attested by the certificate of the depository established
by the Bank.

Article 7 - Share Capital

The share capital is set at the amount of ……………………………………… (amount in figures), divided into
……………………………………..(name in letters and in numbers) shares of ……………….. euros each, of
same category, numbered from 1 to …………….., fully released, all belonging to
the sole partner.

Article 8 - Modifications of the share capital

The capital can be increased or reduced under the conditions provided by law by decision
unilateral of the sole associate.

Article 9 - Form of actions

The shares are mandatory nominative.

They are registered in the name of their holder on accounts and records maintained for this purpose by the
society.

Article 10 - Transmission, location, and indivisibility of shares

Transmission

The stocks are freely negotiable.

The transfers of shares consented by the sole partner are carried out freely.
They operate in relation to the company and are transferred by wire from the account of the transferor to the account of the
assignee on the production of a movement order.

Location

The location of the actions is prohibited.

Indivisibility

The shares are indivisible with respect to the Company.

TITLE III ADMINISTRATION AND MANAGEMENT OF THE COMPANY - AGREEMENTS BETWEEN THE COMPANY AND
CEO - AUDITORS

Article 11 - President of the Company

The Company is represented in respect of its affairs, directed and managed by a President, an individual
physical or moral, sole partner or non-partner of the Company. The President is a legal entity.
represented by its social leaders.

The sole shareholder can appoint members to the presidency of the company.

Designation

The President of the company is designated by decision of the sole shareholder who determines his possible
remuneration. The President designated in these statutes is Fabrice Dupont, sole partner.

Duration of functions

The President is appointed for an indefinite period.

In the event of death, resignation, or inability of the President to perform their functions for a
If the duration exceeds two months, a replacement president is appointed by decision of the actuary.
unique for the remaining duration of the term.

Termination of functions (in case of non-partner President)

The President can resign without having to justify his decision, provided he notifies it to
the sole partner, by registered letter sent two months before the effective date of this
decision.

The sole associate can terminate the mandate of the President at any time. The revocation does not have to be
motivated

Powers

The President manages the Company and represents it towards third parties. To this end, he is granted all the
necessary powers to act in all circumstances on behalf of the Company, within the limits of its purpose
social and areas expressly reserved by law and these statutes to the sole shareholder.

In the case of a non-associated President, the President can only make the following decisions after
prior authorization from the sole partner

The President may, under his responsibility, grant all delegations of powers to anyone.
one or more specified objects.

The Company is committed to the third parties even by the acts of the President that do not fall under
the corporate purpose, unless it proves that the members were aware of the exceeding of the purpose
social or that he could not ignore given the circumstances, the publication of the statutes does not
can, by itself, suffice to constitute this proof.

Article 12 - Agreements between the company and its president

Any agreement directly or through an intermediary between the Company and the
The sole associate president is mentioned in the register of decisions of the sole associate.

When the President is not involved, the agreements made between him, directly or through
interposed person, and the Company are subject to the approval of the sole partner.
The agreements concerning ordinary operations concluded under normal conditions are
communicated to the statutory auditor.

Article 13 - Statutory Auditors

One or more statutory auditors and one or more auditors.

substitutes must be appointed by collective decision of the shareholders for the duration, in the
conditions and for the purpose of carrying out the missions defined by law, particularly that of controlling the
Company accounts.

Article 14 - Works Council

The delegates of the Works Council exercise the rights granted to them by articles L 2323-
62 to 2323-66 of the Labor Code with the President.

TITLE IV DECISIONS OF THE SOLE SHAREHOLDER

Article 15 - Decisions of the sole partner

The sole partner is solely competent to make the following decisions:

Approval of the annual accounts and allocation of the result;

nomination and revocation of the President;

appointment of the statutory auditors;

transformation, merger, division of the Company;

augmentation, reduction or amortization of capital;

- other amendments to the statutes (subject to the transfer of the registered office);

dissolution of the Company.

All other decisions are the responsibility of the President.

The decisions of the sole shareholder are recorded in a registered and initialed register.

TITLE V SOCIAL EXERCISE - SOCIAL ACCOUNTS - ALLOCATION OF RESULTS

Article 16 - Fiscal year

The fiscal year begins on the [Link] of each year and ends on December 31 of each
year.

The first social exercise will include the time to run from the date of registration of
the Company registered with the Trade and Companies Register until December 31 ...

Article 17 - Social Accounts

A regular accounting of social operations is maintained in accordance with the law and customary practices.
commerce.
At the end of each financial year, the President prepares an inventory of the various elements of the assets and the
existing liabilities as of this date and prepares the annual accounts. He also prepares a report on the
management of the company during the past year.

The sole partner approves the annual accounts after the auditor's report in a
a period of six months from the end of each financial year.

Article 18 - Allocation and distribution of the result

1. The income statement summarizes the income and expenses of the financial year. It shows, by
difference, after deducting amortizations and provisions, the profit or loss of
the exercise.

On this profit, reduced if applicable by prior losses, the following is first deducted:

At least 5% to constitute the legal reserve. This deduction ceases to be mandatory when the
The legal reserve fund will reach one-tenth of the share capital, but will resume its course if, for ...
any cause, this quota is no longer reached;

all sums to be reserved in application of the law and these statutes.

The increased balance of the carried forward profit constitutes the distributable profit.

2. From the distributable profit, any amount that the sole shareholder first takes is deducted.
will decide to postpone again to the next exercise or to allocate to the creation of all funds
extraordinary reserve, contingency or other with a special allocation or not. The surplus is
attributable to the unique actor.

The unique shareholder can decide to opt, for all or part of the dividend distributed, between
the payment of the dividend in cash or in shares issued by the Company, this under the fixed conditions
or allowed by law.

TITLE VI DISSOLUTION OF THE COMPANY

Article 19 - Dissolution of the Company

The Company is dissolved in the cases provided by law or in the event of early dissolution decided by
the sole partner.

When the sole partner is a legal entity, the dissolution of the Company leads to the
conditions set out in article 1844-5 of the Civil Code, the universal transmission of the estate of the
Company with a sole partner, without the need for liquidation.

When the sole partner is a natural person, the dissolution of the Company results in its
liquidation.

The sole partner appoints one or more liquidators.

The liquidators are invested with the broadest powers, subject to the provisions.
legal, to carry out the act, pay the liabilities and distribute the remaining balance.

At the end of the liquidation, the sole partner decides on the final accounts and on the release of management.
or liquidators and the discharge of his or their mandate and notes the closure of the
liquidation.

Article 20 – Contestations
Any disputes related to social affairs that may arise during the duration of the Company
or its liquidation will be subject to the competent courts under common law conditions.

TITLE VII CONSTITUTION OF THE COMPANY

Article 21 - Nomination of the President

The first President of the Society appointed under these statutes for a term
indeterminate.

M. …………………………………………, born on ………………………………. in ……………………………………………,

living at ………………………………………………………, of French nationality.

M. …………………………………………………… declares to accept the said functions and to comply with all the
conditions required by law and regulations for their exercise.

Article 22 - Acts carried out on behalf of the company in formation

Mr. ………………………………………………, sole partner, has established a record of the actions taken to date for
the account of the company in formation with an indication for each of them, of the commitments that it has
would result for the Company. This statement is attached to these articles of association.

The registration of the Company in the Trade and Companies Register will automatically lead to
resumption by the Company of the said acts and commitments.

Article 23 – Mandate to make commitments on behalf of the Company

M. …………………………………………., sole managing partner, will act on behalf and for the account of the
Company in formation, until its registration in the Trade and Companies Register.
will sign the acts and take commitments on behalf of and for the account of the Company.

The registration of the company in the Trade and Companies Registry will entail the takeover of these.
acts and commitments.

Article 24 - Advertising Formalities - Registration

All powers are conferred to the President for the purpose of signing the insertion related to the constitution of the
Company in a legal announcements journal and to the holder of an original, a copy or an extract
the documents to carry out all other necessary formalities to achieve the registration
from the Company to the Trade and Companies Register.

Made in ……………………………………,

the year two thousand ...

and the …………………………………… (day and month)

as many originals as necessary for the submission of a copy to the head office and the execution of the
various legal formalities.

Signature of the unique shareholder preceded by the handwritten mention 'read and approved'.