SECTION 193

All companies involved in a merger or demerger operation shall establish a draft merger ordemerger document, as the case may be, which shall be adopted by the board of directors, the generaldirector, the manager (s) of each of the companies involved in the operation. The said draft merger or demergerdocument shall state: 1) the form, name, registration number in the registry of commerce and securities and the headquartersof all participating companies; 2) the reasons and terms of the merger or demerger; 3) a description and appraisal of assets and liabilities whoseassignmentto the absorbingor new companies is planned; 4) the terms of transfer of shares or equity interests and the date from which such shares or equity interestsgive rightto profits, as well as any special conditions relating to such right, and the date from which the operations of the absorbedor split company shall be considered completed from an accounting point of view by the companies receiving the contributions; 5) the dateson which the accounts of the companies concerned which were used to establish the terms of the operation were adopted; 6) the report on the exchange of the securitiesand, where applicable, the amount of cash adjustment; 7) the amount of the merger or demergerpremium; 8) rights granted to memberswith special rights and holders of instrumentsother than shares and where appropriate, any special benefits.