The merger shall be resolved by the extraordinary general meeting of each of the companies
taking part in the transaction.
The merger shall, where necessary, be subject, in each of the companies taking part in the
transaction, to ratification by the special meetings of shareholders referred to in Article 555 of
this Uniform Act.
The board of directors of each of the companies participating in the transaction shall draw up a
report which shall be placed at the disposal of the shareholders.
The report shall explain and justify the project in detail from a legal and economic standpoint,
in particular concerning the exchange ratio of shares and the valuation methods used which shall
be the same for the companies concerned as well as the specific difficulties of valuation, if any.
Official translation
Spot-checked
In force from 17 April 1997
Source page 150