Subsection 1: General rules.

I. - Subject to the provisions of III, the contract for the issue of bonds whose nominal value on issue is at least equal to an amount set by decree of the Conseil d'Etat may provide that all or some of the legislative and regulatory provisions relating to the bondholders' group, the representatives of the group and the general meetings of bondholders do not apply to them. In this case, the contract for the issue of the bonds organises the representation of the bondholders and lays down the quorum and majority rules applicable to their decisions.

The provisions of the previous paragraph also apply when the bonds issued can only be acquired for an amount per investor and per transaction at least equal to an amount set by decree by the Conseil d'Etat.

In the cases provided for in the two preceding paragraphs, the contract of issue and any other contractual document relating to the issue of the bonds, their financial servicing or their hedging may be drawn up in a language other than French that is customary in financial matters.

II. - The contract of issue may also stipulate the conditions under which bondholders may vote with other creditors, subject to prior agreement with them.

III. - Where the contract of issue provides for the appointment of one or more bondholder representatives or the agent referred to in IV, the provisions of articles L. 228-49, L. 228-62 and L. 228-63 of the French Commercial Code shall apply.

IV. - In the absence of a general body of shareholders and a representative, when the issuer is involved in a merger, demerger, capital reduction not motivated by losses or, if it is incorporated as a European Company, a transfer of its registered office to another Member State, the bondholders benefit from the same rights as non-bondholder creditors.

The contract of issue may stipulate that bondholders appoint an agent to represent them if the issuer is subject to one of the procedures of Book VI of the Commercial Code or similar procedures under foreign law. This agent shall declare the bondholders' claims.

V. - The issuer may amend the contract for the issue of the bonds referred to in I without the consent of the bondholders in order to correct a material error.

VI. - The provisions of this article do not apply to bonds giving access to capital securities to be issued, or to securities issued by the French State.