|
1.
|
Reading
of the Board of Directors' report on the activity, the situation and the
financial statements of the Company relating to fiscal year ended December
31st,
2008; reading of the Board of Directors' special and complementary
reports; reading of the Statutory Auditor's report relating to the annual
accounts closed on December 31, 2008; reading of the Statutory Auditor's
reports relating to the consolidated accounts; approval of the statutory
accounts and of the consolidated accounts (USGAAP) for the fiscal year
ended December 31st,
2008; granting of a release to the members of the Board of Directors for
their management;
|
|
2.
|
Allocation
of the loss for the fiscal year ended December 31st,
2008;
|
|
3.
|
Reading
and approval of the special report of the Statutory Auditor on the
agreements referred to in article L.225-38 of the French Commercial Code;
approval of the agreements as mentioned in the said
report.
|
|
4.
|
Determination
of attendance fees to be allocated to the Board of
Directors;
|
|
5.
|
Modification
of the age limit fixed for the mandate of Directors and modification of
the corresponding Article 13 of the Articles of Association of the Company
("By-laws").
|
|
6.
|
Modification
of the age limit fixed for the mandate of Chairman of the Board and
modification of the corresponding Article 16 of the Articles of
Association of the Company
("By-laws").
|
|
1.
|
Reading
of the Board of Directors' report on the activity, the situation and the
financial statements of the Company relating to fiscal year ended December
31st,
2008; reading of the Board of Directors' special and complementary
reports; reading of the Statutory Auditor's report relating to the annual
accounts closed on December 31, 2008; reading of the Statutory Auditor's
reports relating to the consolidated accounts; approval of the statutory
accounts and of the consolidated accounts (USGAAP) for the fiscal year
ended December 31st,
2008; granting of a release to the members of the Board of Directors for
their management;
|
|
2.
|
Allocation
of the loss for the fiscal year ended December 31st,
2008;
|
|
3.
|
Reading
and approval of the special report of the Statutory Auditor on the
agreements referred to in article L.225-38 of the French Commercial Code;
approval of the agreements as mentioned in the said
report.
|
|
4.
|
Determination
of attendance fees to be allocated to the Board of
Directors;
|
|
5.
|
Modification
of the age limit fixed for the mandate of Directors and modification of
the corresponding Article 13 of the Articles of Association of the Company
("By-laws").
|
|
6.
|
Modification
of the age limit fixed for the mandate of Chairman of the Board and
modification of the corresponding Article 16 of the Articles of
Association of the Company
("By-laws").
|
|
-
|
the
Board of Directors' report on the activity, the situation and the
financial statements of the Company
relating
to fiscal year ended December 31st,
2008,
|
|
-
|
the
Board of Directors' special report on
stock-options,
|
|
-
|
the
Board of Directors' special report as per Article L. 225-197-4 of the
French Commercial Code,
|
|
-
|
the
Board of Directors' complementary report as per Article L. 225-138 of the
French Commercial Code, and the Statutory Auditors’s associated
report,
|
|
-
|
the
Statutory Auditor's general report relating to the annual accounts
relating to fiscal year ended December 31st,
2008,
|
|
-
|
the
Statutory Auditor's report relating to the consolidated accounts prepared
in accordance with U.S. generally accepted accounting principles (U.S.
GAAP) applying to companies listed on the Nasdaq
market.
|
|
§
|
a
depreciation allowance amounting to
€440,786.23,
|
|
§
|
a
provision allowance amounting to
€610,517.38.
|
|
RESTRICTED
SCAN LINE AREA
|
Please
mark
your
votes as
indicated
in
this
example
|
x
|
|||||||||||||
|
ORDINARY
RESOLUTIONS
|
|||||||||||||||
|
1.
|
Reading
of the Board of Directors’ report on the activity, the situation and the
financial statements of the Company relating to fiscal year ended December
31st, 2008; reading of the Board of Directors’ special and complementary
reports; reading of the Statutory Auditor’s report relating to the annual
accounts closed on December 31, 2008; reading of the Statutory Auditor’s
reports relating to the consolidated accounts; approval of the Statutory
accounts and of the consolidated accounts (USGAAP) for the fiscal year
ended December 31st, 2008; granting of a release to the members of the
Board of Directors for their management;
|
FOR
o
|
AGAINST
o
|
EXTRAORDINARY
RESOLUTIONS
|
FOR
o
|
AGAINST
o
|
|||||||||
|
5.
|
Modification
of the age limit fixed for the mandate of Directors and modification of
the corresponding Article 13 of the Articles of Association of the Company
(“By-laws”).
|
||||||||||||||
|
6.
|
Modification
of the age limit fixed for the mandate of Chairman of the Board and
modification of the corresponding Article 16 of the Articles of
Association of the Company (“By-laws”).
|
o
|
o
|
||||||||||||
|
2.
|
Allocation
of the loss for the fiscal year ended December 31st, 2008;
|
o
|
o
|
||||||||||||
|
3.
|
Reading
and approval of the special report of the Statutory Auditor on the
agreements referred to in article L.225-38 of the French Commercial Code;
approval of the agreements as mentioned in the said
report.
|
o
|
o
|
||||||||||||
|
4.
|
Determination
of attendance fees to be allocated to the Board of
Directors;
|
o
|
o
|
||||||||||||
|
Mark
Here for Address
Change
or Comments
SEE
REVERSE
|
o
|
||||||||||||||||||
|
Signature
_________________________ Signature ___________________________ Date
__________
|
|||||||||||||||||||
|
NOTE:
Please sign as name appears hereon. Joint owners should each sign. When
signing as attorney, executor, administrator, trustee or guardian, please
give full title as such.
|
|||||||||||||||||||
|
▲ FOLD
AND DETACH HERE ▲
|
|||||||||||||||||||
|
EDAP
TMS S.A.
|
|||||||||||||||||||
|
WO
52808
|
|||||||||||||||||||
|
EDAP
TMS S.A.
Instructions
to THE BANK OF NEW YORK MELLON, as Depositary
Must
be received prior to 5:00 PM (New York City Time) on June 17,
2009
The
undersigned Holder of American Depositary Receipts hereby requests and
instructs The Bank of New York Mellon, as Depositary, to endeavor, insofar
as practicable, to vote or cause to be voted the Deposited EDAP TMS S.A.
Shares represented by such Receipts registered in the name of the
undersigned on the books of the Depositary as of the close of business on
May 26, 2009 at the Ordinary and Extraordinary General Meeting of EDAP TMS
S.A. to be held in France, on June 25, 2009 at 10:30 am in respect of the
resolutions specified in the enclosed Notice of Meeting.
NOTES:
Instructions
as to voting on the specified resolutions should be indicated by an “X” in
the appropriate box. If no Voting Instruction Card is received by the
Depositary from an Owner with respect to any of the Shares represented by
American Depositary Shares on or before the Receipt Date, or if the Voting
Instruction Card is improperly completed or blank, or if the voting
instructions included in the Voting Instruction Card are illegible or
unclear, such Owner shall be deemed to have instructed the Depositary to
vote such Shares and the Depositary shall vote such Shares in favor of any
resolution proposed or approved by the Board of Directors of the Company
and against any resolution not so proposed or approved.
(Continued
and to be marked, dated and signed, on the other side)
|
|
Address
Change/Comments
(Mark
the corresponding box on the reverse side)
|
BNYM
SHAREHOLDER SERVICES
PO
BOX 3549
S
HACKENSACK NJ 07606-9249
|
||
|
▲ FOLD
AND DETACH HERE ▲
WO
52808
|