2. What is the role of the shareholders?

The management body makes a proposal for a contribution in kind, merger, division or equivalent operation, but the final decision rests with the general meeting of shareholders.

The general meeting can vote validly on such an operation only if the shareholders in attendance represent at least half of the company capital. If this condition is not met, the company must call a second general meeting that can make a decision on the management body's proposal regardless of the proportion of the share capital represented.

In order to be approved by the general meeting, the management body's proposal must obtain three-quarters of the votes cast at the meeting.

Shareholders are entitled to put questions about the operation to the members of the management body and the statutory auditor regarding the operation and, for example, regarding its effects on the development of the company and hence on the value of their share. Under certain conditions, they may put additional points on the agenda of the general meeting. They are also free, of course, to vote against the operation in person or by proxy.