Commercial Paper Short Term Financing

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213-3 of the Monetary and Financial Code are required to domicile the securities issued within the framework of their programme, in accordance with the terms and conditions laid down in the General Regulations of the Autorité des Marchés Financiers (French financial markets authority), with one of the following entities: a) a credit institution approved in France;b) a branch referred to in Article L. For this, it must be informed when new issuers enter this market under the conditions set forth in Article D. These securities must be fully backed by debt instruments that are eligible, on a non-temporary basis, for refinancing schemes set up by the Eurosystem within the framework of its monetary policy, excluding all minimum nominal amount criteria.

511-22 of the Monetary and Financial Code;c) an investment firm accredited in France and authorised to hold cash accounts; d) a branch referred to in Article L. 213-2 and must receive from the issuers, without delay, all documents that have been prepared, in accordance with the notification obligations set forth in Article L. When a securitisation body has several compartments, all the compartments shall be subject to the aforementioned criteria and each one will be examined to verify that there are no subordinated securities.

532-18 of the Monetary and Financial Code and authorised to hold cash accounts; e) the Caisse des Dépôts et Consignations; f) a legal entity established in France whose principal or sole purpose is the custody or administration of financial instruments referred to in point 5° of Article L. Before agreeing to domicile the securities, the institutions acting as issuing and paying agents must ensure that the issuer complies with the terms and conditions of issue as set forth in Articles L. 213-4-1 of the Monetary and Financial Code and the texts implementing said articles. Such bodies are included in a list laid down by order of the Minister of the Economy and approved by the Banque de France.

Each issuing and paying agent must submit information on the market for the issuer’s securities to the Banque de France, in accordance with a process determined by the Banque de France. Prior to the issue, the issuers must submit financial documentation to the Banque de France, comprising:1° A presentation of the issuing programme(s) containing the details required by order of the Minister of the Economy;2° A presentation of the issuer’s legal and financial situation;3° The documents pertaining to the previous two financial years distributed at meetings of the shareholders or of the body acting in such a capacity, notably the annual financial statements and, where applicable, the consolidated financial statements, the reports of the board of directors, the management board and the supervisory board, as the case may be, and the reports of the statutory auditors, or of the persons acting as such, certifying the true and fair nature of the information provided in the accounts.

Public sector companies if they fulfil the conditions set out in 2;4.

Public sector companies without equity capital but which are authorised to launch a public offer;5.

213-3 of the Monetary and Financial Code are authorised to issue negotiable debt securities:1.

Credit institutions, investment firms and the Caisse des Dépôts et Consignations, provided that they comply with the relevant conditions laid down by the Minister of the Economy;1a.

These conditions are meant to ensure that only firms with a good financial record can issue CP.

As per the guidelines, a firm is authorised to issue commercial paper provided: Since, the instrument is unsecured, if the company fails to pay the amount due, the buyers of the instrument, have no claim on the company’s assets.

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