Corporate governance report Articles of incorporation, Bylaws and shareholder participation at General Meetings 02 2.9 PROCEDURE FOR ASSESSING AGREEMENTS ENTERED INTO IN THE NORMAL COURSE OF BUSINESS In accordance with Article L. 225-39 of the French Commercial Code, referring to Article L. 226-10-1 of said Code, the Supervisory Board has established a procedure for the regular review of agreements entered into in the normal course of business, in order to obtain assurance that they are on arm's length terms. The persons directly or indirectly concerned by any of these agreements do not participate in the review. The procedure is performed by members of the Legal Department who refer to the regulatory framework governing these types of agreement. 2.10 ARTICLES OF INCORPORATION, BYLAWS AND SHAREHOLDER PARTICIPATION AT GENERAL MEETINGS The Bylaws, in French and English, can be downloaded from the Company's website (www.michelin.com). 2.10.1 GENERAL PARTNERS (ARTICLE 1 OF THE BYLAWS) n Florent Menegaux, Managing Chairman; n Société Auxiliaire de Gestion – SAGES (registered in the Clermont-Ferrand Trade and Companies Register under number 870 200 466), a simplified joint stock company chaired by Vincent Montagne (see the presentation and role of this company, section 2.1.2). 2.10.2 CORPORATE PURPOSE (ARTICLE 2 OF THE BYLAWS) All operations and activities directly or indirectly linked to the production, manufacture and sale of rubber, at all stages of manufacture, in all forms and for all uses. All industrial, commercial and financial operations, related in particular to: n tires, tire components, tire accessories and manufactured rubber in general; n mechanical engineering in all its applications, and in particular motor vehicles and industrial vehicles, components, spare parts and accessories; n the production, sale and use of natural or synthetic chemicals and their derivatives, in particular the various sorts of elastomers, plastics, fibers and resins, and generally all activities and products of the chemicals industry, especially as related to the products and operations described above; n the filing, acquisition, use, transfer or sale of any intangible property rights, and in particular patents and related rights, trademarks and manufacturing processes relating to the corporate purpose. To be carried out directly, as well as through equity interests, the creation of new companies, joint ventures (sociétés en participation) and economic interest groups, contributions, partnerships (commandites), the subscription, purchase or exchange of securities, or interests, in all businesses whose activities relate to the aforementioned purposes, or by way of merger or otherwise. And generally, all commercial, industrial, real estate, securities and financial transactions related directly or indirectly in whole or in part to any of the purposes specified above or to any similar or related purposes. 2.10.3 MANAGERS (ARTICLE 10 OF THE BYLAWS) The Company is led by a Managing Chairman and managed by one or more Managers, who are individuals and who may or may not be General Partners. 144 2024 UNIVERSAL REGISTRATION DOCUMENT_MICHELIN
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