SECTION 1. Mutilated or lost certificates. If a share certificate of the Société is worn, degraded or mutilated, the Société may, at the time of its production or issue, order that it be cancelled and that a new certificate be issued. In the event of loss or destruction of a share certificate, a new certificate may be issued under the conditions and in accordance with the rules adopted by the board of directors. (g) the powers of the Management Board. Any such interpretation or conclusion made in good faith by the Board of Directors (or any other person or entity authorized by the Board of Directors) shall be conclusive and binding on all persons, including the Company and any registry or beneficial owner of any stock of the Company. This Section 9 is the exclusive means for shareholders to include nominees for election as a director of the Corporation in the Company`s proxy circular and proxy form for an annual meeting of shareholders. For the avoidance of doubt, the provisions of this Section 9 shall not apply to an extraordinary general meeting of shareholders. Work plan and rules.
Unless otherwise decided by the Board of Directors before the meeting, the chairman of the meeting shall determine the order of each annual meeting of shareholders. The Chair shall also establish the rules of procedure for the meeting and shall have the power to regulate the conduct of such a meeting at his discretion. (ii) At the request of the Corporation, the shareholder nominee must submit all completed and signed questionnaires required by the directors and officers of the Corporation. The Company may request additional information necessary from the Board of Directors to determine whether each nominee shareholder is independent under the registration standards of the U.S. principal company. The stock exchange on which the Company`s share capital is listed, all applicable rules of the Securities and Exchange Commission and all publicly disclosed standards used by the Board of Directors to determine and disclose the independence of the Company`s directors (the “Applicable Independence Standards”). If the Board of Directors determines that the shareholder nominee is not independent under the applicable independence standards, the shareholder nominee is not eligible to appear in the Corporation`s voting materials.