Sustainability Bonds Framework

App1 - Excerpt From The Law On The Creation Of AFL Article 35 of the French Law no. 2013-672 of 26 July 2013 on the separation and regulation of banking activities, subsequently codified in Article L. 1611-3-2 of the French General Local Authorities Code (CGCT), allowed French local authorities to create a public company in the form of a limited company (société anonyme) governed by Book II of the French Commercial Code, whose corporate mandate is to contribute to their funding through a dedicated subsidiary company: Article L. 1611-3-2 of the CGCT, as amended by Law No. 2015-991 of 7 August 2015 and further amended by article 67 of Law No. 2019-1461 of 27 December 2019, provides that "Local authorities, their groupings and local public institutions may create a public company in the form of a limited company (société anonyme) governed by Book II of the French Commercial Code in which they hold the totality of the share capital and whose corporate mandate is to contribute to their funding through a dedicated subsidiary company. This company and its subsidiary shall perform their activities exclusively on behalf of local authorities, their groupings and local public institutions. This financing activity shall be carried out by the subsidiary using resources mainly generated by issues of financial instruments, excluding resources received directly from the State or resources guaranteed by the State. In derogation of the provisions of Articles L. 2252-1 to L. 2252-5, L. 3231-4, L. 3231-5, L. 4253-1, L. 4253-2 and L. 5111-4, local authorities, their groupings and local public institutions are authorised to guarantee all of the subsidiary's commitments up to the amount of their own outstanding loans with said subsidiary. The conditions for the application of this guarantee are specified in the articles of association of the two companies." The Decree n° 2020-556 dated 11 May 2020, incorporated as article D 1611-41 of the CGCT, specifies the requirements that must be satisfied by local authorities, their groupings and local public institutions to become shareholders of said company. It determines the thresholds that may apply to their financial condition and level of indebtedness and which take into account their capacity as shareholders of said company and guarantor of said subsidiary." 51 CAFL Lo bonque des collectivités

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