Paragraph 3: Provisions common to mutual insurance companies with a board of directors and general management and with a supervisory board and management board

I.-1° A director or member of the supervisory board of a mutual insurance company, union of mutual insurance companies, mutual reinsurance company or mutual insurance group company may not simultaneously belong to more than five boards of directors or five supervisory boards of mutual insurance companies, unions of mutual insurance companies, mutual reinsurance companies, mutual insurance group companies or public limited companies having their registered office in France.

2° For the purposes of calculating the number of directorships mentioned in I, directorships held in companies belonging to an insurance group within the meaning of Article L. 356-1 are counted as a single directorship.

3° Any person found to be in breach of the provisions of this article must, within three months of his appointment, resign from one of his offices. On expiry of this period and in the absence of an express resignation, the person is deemed to have resigned from his most recent office and must return the compensation received, without the validity of the deliberations in which he took part being called into question as a result.

II - A natural person may not simultaneously hold more than one office as managing director or member of the management board of a mutual insurance company, a union of mutual insurance companies, a mutual reinsurance company, a mutual insurance group company or a public limited company having its registered office in France.

Notwithstanding the provisions of the previous paragraph :

1° A second mandate may be exercised in a company or association forming part of the same group subject to the obligation to draw up consolidated or combined accounts pursuant to Article L. 345-2 ;

2° A natural person holding the office of managing director or member of the management board of a mutual insurance company, a union of mutual insurance companies, a mutual reinsurance company or a mutual insurance group company may also hold the office of managing director, member of the management board or sole managing director of another company or union if the securities of the latter are not admitted to trading on a regulated market;

3° A natural person holding the office of general manager or member of the management board of a mutual insurance company, a union of mutual insurance companies, a mutual reinsurance company or a mutual insurance group company may also hold the office of general manager or member of the management board of another mutual insurance company, union de sociétés d'assurance mutuelles, société de réassurance mutuelle or société de groupe d'assurance mutuelle provided that the said companies or unions decide, by a vote of their respective Boards of Directors, to enter into the agreement referred to in Article R. 345-1-2. This derogation is valid for only two years from the most recent of these decisions. It is not renewable for these companies or associations.

III.Without prejudice to the provisions of articles L. 322-4-2 and I and IV of this article, a natural person holding office in a mutual insurance company, a union of mutual insurance companies, a mutual reinsurance company or a mutual insurance group company may not hold more than five offices as chief executive, member of the management board, sole general manager, director or member of the supervisory board of a mutual insurance company, union of mutual insurance companies, mutual reinsurance company, mutual insurance group company or public limited company having its registered office in France. For the application of these provisions, the exercise of general management by a director is counted as a single term of office.

IV -Any natural person who finds himself in breach of the provisions of this article must resign from one of his offices within three months of his appointment. On expiry of this period and in the absence of an express resignation, the individual is deemed to have resigned from his most recent term of office and must return the remuneration and indemnities received in respect of this term of office, without the validity of the deliberations in which he took part being called into question as a result.