Soitec SA (SOI) Earnings Call Transcript & Summary

Ladies and gentlemen, dear shareholders, welcome to the Soitec General Assembly. Thank you for being here, either here in Paris or remotely. I'd like to give the floor to Mr. Frederic Lissalde, the Chairman of the Board of Directors of Soitec.

Thank you, Steve. Hello, everybody. Thank you very much for being here. I declare the General Assembly mix, ordinary and extraordinary general assembly of Soitec open. Now this assembly will deliberate on the agenda, which you received with the invitation sent to the shareholders and published in the [indiscernible]. As Chairman of the Board, I will also chair the general assembly, and I'm going to constitute the bureau of the assembly. Scrutineer, the 2 members of the general assembly who represent the largest number of votes and who have agreed to be the scrutineers. BPI Participations represented by Mr. Samuel Dalens and [indiscernible] represented by Mr. [indiscernible]. Samuel Dalens and [indiscernible] are here in front of me in the first row and they've already raised their hand. I would also like to suggest that we choose the secretary for the assembly, Emmanuelle Bely, General Secretary of Soitec. She's here to my left. We now have a bureau. We also have here with me on stage, Pierre Barnabe, General Manager; and Albin Jacquemont, the CFO. Our statutory auditors as well as the Board members who are available today are here with us. And I would like to thank them for being here, and I would like to thank them for having come. Emmanuelle Bely is going to take the floor to share with you the quorum, which we had at the beginning of the session. Everybody, the attendance sheet managed by Aptiv has observed on a transitory movement that the present shareholders represented or having voted are [indiscernible] is the total number of shares with a voting right. We, therefore, have a quorum of 67.3%. The quorum has been reached and the assembly is constituted and may deliberate. If other shareholders turn up for the assembly at the latest when we start sharing the statutory auditor's report, the transitional promissory quorum will be changed and the final quorum will be used for the vote. I have here all the documents which certify that the general assembly may deliberate. The documents and information provided by the law have been held available and communicated to the shareholders within the allocated time. The agenda and the resolution projects have been introduced with the meeting advice, which was published on June 13, 2025, and the invitation was published on July 4, 2025. Following the publication of the disclosure of the invitation to the meeting, the company has not received any request to add items to the agenda within the time foreseen by the usable regulation. Pierre Barnabe will introduce the group activity during the 2025 year as well as the sustainability strategy. Then Albin Jacquemont will share the financial results as well as the future perspectives for the group. I will myself deliver a presentation on the Soitec governance, and then I will give the floor to Delphine Segura Vaylet, who is the Chairperson for the Remuneration Committees and appointment and Board Governance Committee, and she will share with you the remuneration of the directors. And before we move on to the vote for the resolutions, our statutory auditors will deliver a summary of their reports, and Emmanuelle Bely will introduce a brief presentation on the resolution submitted to your approval as General Assembly. I would like to suggest to the General Assembly that we do not read the entire management report as well as the report on the company governance, the report of the statutory auditors as well as the full document for the resolutions. All of these documents have been made available for the shareholders before the general assembly. I, therefore, would like to give the floor to Pierre Barnabe for the presentation on the company's activity.

Thank you, Mr. Chairman, for the introduction. Dear shareholders, dear members of the Board, dear coworkers, I am extremely happy to share with you the main elements of our strategy. And I'd like to underline the fact that we have reinforced our fundamental rules so that the group may follow a sustainable growth strategy as well as diversification in spite of the current instability that we observe in market. The fiscal year 2025 was highlighted by the changes in the mobile phones and automotive industry difficulties. And these conjectural difficulties have had an impact on our income, but not on our trajectory -- on our revenue, but not trajectory. We are resilient. Our EBITDA margin is solid. We have good cash generation, and we have a sound balance. Our basics are still intact, and we navigate the best we can in this very volatile environment. Regarding the fiscal year 2025, our turnover is back to 12% in 1 year, in line with our revised guidance with different dynamics depending on the divisions. The Mobile Communications division has had a 12% decrease. The big growth in the POI and the continuous adoption of SOIs have made up for the fact that we have changed RF-SOI stocks. The Automotive and Industrial division is down as well because we have a weak automotive market, although our product adoption is growing. Finally, the more recent Edge and Cloud AI division has a very strong dynamic fueled by AI-related demand. The growth of the division, however, has been partially mitigated by a decrease in the sales of our imager SOI product. A few words on our main financial indicators. In spite of the pressure on our turnover, the EBITDA margin is still resilient. This shows that we have been disciplined in our operational management. The flow generated by the activity, the treasury cash flow has improved, supported by a more strict control in our need for working capital. We have a very sound balance, which means that we have both flexibility and stability. Overall, we have a rigorous management of our costs. We optimize the way we use our factories as best we can. And we continue giving priority to R&D investments as well as sustainable development in spite of a more difficult environment. Let us look at the future. If we consider the current uncertain environment, we have announced that we will pull back the guidance that we had provided previously, and we will, therefore, disclose our forecast for turnover quarter-by-quarter. The turnover revenue for the first quarter of 2025, 2026 will be disclosed tonight. Initially, we had anticipated an organic decrease of approximately 20% over last year due to the phaseout of imager SOI and the correction of our stocks, which is still in progress for RF-SOI. Albin Jacquemont will talk about cash and profitability in a few minutes. The macroeconomic environment is constantly changing. We have geopolitical issues. We have tariffs. We have volatile currencies and climate-related risks. And therefore, we operate in an increasingly complex world. This means that we are focused on what we can control: Operational excellence, innovation and R&D, agile deployment of our investments and finally, our strategic partnerships. A few words on diversification of our products. Three years ago, only RF-SOI was generating a revenue in excess of $100 million. As I speak, Power-SOI, FD-SOI and POI are now hitting that mark or even exceeding that mark. And we believe that Photonics-SOI will be joining the group this year, next year, maybe as the adoption will increase. Products are now becoming standards in the industry. We are already preparing for the next wave of innovation for our products. And we are not going to stop. We are developing new materials in order to extend the SOI road map within the markets we're already addressing and to take a foothold in new segments. We are currently working on all other materials beyond SOI for new layer technology transfer to reinforce our position in all the markets. There is not a single market that our technology cannot address either today or tomorrow. And as the financial markets are normalizing, we are preparing to deploy our operational model supported by our fundamentals, which, as I said previously, are very, very sound. In conclusion, fiscal year 2025 was a transition year, but also a progress year. The conjectural issues will still be there during this fiscal year, but we are preparing to exit this cycle with more diversification, more resilience and more agility. We have continued investing in innovation significantly so in our teams and also in our long-term impact. Today, we are building Soitec for the coming decade. This is the end of my presentation on operational performance and strategy. And let us move now to a fundamental topic for Soitec, our sustainability road map, which is currently guiding our transformation and fueling our competitive edge. Sustainability is a fundamental element in our strategy. It is really, really important for me. We have materialized our ambitions for sustainable development, and it is our [indiscernible] debt. And we have to find a strategy with clear and ambitious goals. This year, we have revised our extra financial reporting so that we can comply with the demands of the new CSRD directive. And for this reason, we have published 561 quantitative indicators, but also qualitative indicators, which we believe have a material impact for Soitec in a total of 1,245 defined by the standard. Regarding the European taxonomy, we have published a very high alignment rate. 46% of our turnover 2024, 2025 comes from activities which have been considered as sustainable with regard to the environment. Regarding climate, we have set ourselves very ambitious goals to reduce our greenhouse effect gases with a validated trajectory validated by science-based targets initiative, SBTi. It is an ambitious road map, but we believe that we are taking the right decisions to guarantee that the value we create is sustainable. And thanks to our continuous effort to improve energy efficiency and green energy supply, we have been able to reduce our Scope 1 and 2 emissions by 30% in 2024 versus 2020, which means that we have reached our SBTi goal 2 years ahead of what we had planned. In order to reach this performance and in order to follow our decarbonization goals, we have launched a number of targeted actions. For instance, not only do we supply renewable electricity, 100% local in Bernin as of 2021, we also have reached 50% of supply of green electricity supply in Singapore in 2024, and the goal is to hit the 100% marks between now and 2030. Regarding water management, we have reduced our water consumption per surface of substrate produced. And we, therefore, have decreased by 12% our water consumption, thanks to an increased reuse of water in our industrial operations. We believe that we're on the right trajectory to divide by 2 our water consumption by the fiscal year 2030. Another absolutely essential topic, our coworkers, ladies and gentlemen. We are continuously working to develop a working environment that will attract the talent and retain them. We insist on internal promotions, and we are putting at the forefront of the industry, and we develop performances that are free for everybody. Soitec has started a solid governance, a very structured governance in order to support our sustainable development ambition. I will now give the floor to Albin Jacquemont, who is our CFO, and he is going to talk about our financial performances for 2024-2025.

Thank you, Pierre. Let us start with the highlights of 2024-2025 fiscal year. Our turnover was EUR 891 million, down 9% versus the previous year with a constant perimeter and exchange rate. This is in line with our February forecast. In spite of this turnover or revenue decrease, we have maintained a resilient EBITDA margin, 33.5%. And this performance shows that we have applied a very strong discipline on cost reduction and our capacity to maintain investments in innovation has been confirmed. We also have generated a positive free cash flow of EUR 26 million, thanks to reduced CapEx and better management of our working capital requirements, 2 levers where our agility has allowed us to stand out and has made a difference. Pierre already has commented our performance with regard to the revenue. And therefore, I suggest that we talk about the gross margin. Our gross margin is 32.1%, down 2 points versus last year. This can be accounted for mainly for 2 reasons, unfavorable circumstances. The depreciation costs have increased, and this was expected following our recent capacity investments. We also have smaller volumes, especially for the automotive and mobile divisions. This being said, we believe that our model has allowed to show that we were resilient. Our model is resilient. We have been able to partially compensate for this pressure, thanks to a more rigorous control of costs and thanks to a solid industrial execution. And up to a certain extent because we also have subsidies such as IPCEI. Let's continue to talk about the balance account. We have a current operational result of EUR 136 million, 15.2% of the turnover, down 6 points versus last year. This is due to 3 different factors. The lower gross margin, I just told you about that. 39% increase in the net R&D expenses. We have continued investing in our talent. We have continued reinforcing our innovation partnerships and reducing the R&D capitalization. Finally, overheads, administrative costs and commercial costs are up 4%. And although we have applied a very rigorous discipline on cost, the comparison basis is unfavorable, EUR 4 million of nonrecurring products last year. But in spite of it, our EBITDA margin is solid, 33.5%, only down 0.5 points in 1 year. A few additional observations regarding our P&L. Other operational expenses, EUR 16 million, especially due to the fact that we sold the Dolphin Design, a nonstrategic activity, we believe, for our future. The net financial result shows a EUR 9 million loss due to recent funding interest and losses with regard to exchange rates. Therefore, our income tax rate has increased from 11.2% to 17.4% due to nonrecurrent items this year. In total, we have a net result of EUR 92 million, which represents 10.3% of our revenue. I would like to move to the cash flow. The cash flow generated by the activity has reached EUR 202 million, up versus the EUR 165 million we could post last year. An increased working capital requirement is not quite as marked as last year. The EUR 79 million variation is mainly due to higher inventories and stocks due to an evolution in the demand and the fact that some deliveries have temporarily been suspended for 2 of our clients. And also, we have higher customer receivables. This is due to the fact that we have a less favorable customer mix and specific trade deals. CapEx, EUR 230 million before IFRS 16 is in line with our goals, and this covers an additional POI capacity in Bernin, expansion in the RF-SOI and Photonics-SOI production in Singapore, 300-millimeter refresh SOI in Bernin. And finally, the completion of the SmartSiC 200-millimeter pilot line and some IT and sustainability investments. Thanks to a very rigorous discipline, we have, therefore, generated a positive free cash flow of EUR 26 million. In conclusion, and as you can see on the screen, our balance is still sound. We have a solid equity and a moderated net debt. Let's move on to the future perspectives. As Pierre mentioned earlier, the group has decided to move to quarterly guidance due to the very uncertain environment and very volatile environment that we are working in. This is in line with most of our peers in the industry. Pierre already has decided the turnover guidance for the first quarter. It will be disclosed tonight, I'm therefore going to focus on the rest, essentially on CapEx. We are moderating our investments for this year, and we expect CapEx of about EUR 150 million versus EUR 230 million last year. We are operating with a very strict discipline with regard to equity capital by giving priority to flexibility and by making the most we can with our assets. Regarding funding, as you probably are aware, we have a convertible OCEANE 2025 bond, which represents EUR 225 million, deadline is October 2025. We are thinking of a partial refinancing, 2/3 approximately, thanks to nondeductible instruments. The rest is covered by our available cash. We are moving forward, and we are going to be very soon in a position to provide additional information. Regarding profitability, one key issue we need to bear in mind our sensitivity to euro-dollar exchange rate fluctuations. A EUR 0.05 variation in the euro-dollar exchange rate has a 150 basis point impact on our EBIT and EBITDA margins. We are going to continue managing our costs in a very strict way while maintaining a high level of R&D investments, which is essential to help us stand out in the long term. Just to give you an idea of our operational lever; for 2025 fiscal year, our sales cost structure, except for raw materials, was 70%, 75% of variable cost and 25%, 30% of fixed cost. The structure allows us to expand our margins when the volumes will pick up again. In conclusion, we are speeding up our model to diversification in order to mitigate the conjectural volatility we observe in the market. This means that we are preparing our group for recovery. We have a flexible and agile model, and this should allow us to preserve our margins, although we are operating in an uncertain environment. Finally, our operational model allows us to use a very strong operational lever once we are back on the path to growth. Thank you for your attention. And I would like to give now the floor to Frederic, who's going to tell us about the Board evolutions.

Thank you, Albin. Thank you for this presentation. And as you said, I'm going to talk about the Soitec governance. I was appointed a Board member in the general assembly on 23rd November 2024, the date at which the term -- Meurice reached an end. After the departure of Eric Meurice, the Chair of the Board was entrusted temporarily to Christophe Gegout, who had been a Referred and Chairman of the Audit and Risk Committee. During that transition period, Delphine Segura Vaylet ensured the function of a referent administrator and the Chair of the Audit and Risk Committee was provided by [indiscernible]. On the 23 November '24, the Board appointed me Chair of the Board starting on 1st of March '25. Christophe, therefore, served as Chairman of the Board on an interim basis until February 28, '25. And since the 1st of March 2025, I have, therefore, served as Chairman of the Board of Directors. I would like to take this opportunity to thank Christophe for his management of this transition period and for the quality of his work. At the end of the transition period on the 1st of March '25, Christophe Gegout resumed his duties as Chairman of the Audit and Risk Committee. The Board of Directors is currently composed of 14 directors, including the CEO, 7 independent directors representing 58% of the Board members, 5 women representing 42% of the Board members and 2 directors representing employees. Five nationalities are currently represented on the Board. The average age of directors is 54 years old, and the attendance rate of directors at Board meetings was 90% during the 2024-2025 financial year. Soitec's directors have significant and diverse experience which provides them with varied cross-functional and complementary expertise, as you can see from the skills matrix shown on screen, and which is also included in the universal registration document '24-'25 and the meeting documents. The year 2024-2025 was marked by a certain number of changes within the Board of Directors and the committees. First, with respect to the Board committees, their responsibilities have been reviewed, notably to take into account the transposition of the CSRD directive. And on this occasion, 2 committees have changed their names. The Compensation and Appointments Committee is now called the Compensation, Nominations and Governance Committee. The ESG Committee is now called the Sustainability Committee. The Board committees have also been reorganized on the one hand, to reduce the number of members to 5 in most committees and to increase their rate of independence. Secondly, to better distribute seats according to the skills and experience of the directors. The Audit Committee now consists of only 5 members, 80% of whom are independent compared with 67% previously. They met 5 times during the '24-'25 financial year with an attendance rate of 91%. The Board's Compensation, Nomination and Governance Committee also composed of 5 members, now includes 75% of independent members. That's up from 67% prior to the restructuring. They met 6 times during the fiscal year with 100% attendance. The Sustainability Committee now has 5 members, 75% of whom are independent as compared with 60% previously. They met 4 times during the financial year with 100% attendance rate. The Strategy Committee comprises 58% of independent members and met 4 times during the financial year with an attendance rate of 89%. Finally, with the transmission period now complete, the Board of Directors has also decided to discontinue the role of Lead Director in order to simplify governance. During '24-'25 financial year, the Board of Directors and the Board committees address governance and compensation issues as well as strategic, financial and sustainability issues. The activities of the Board and the committees are summarized on the slide displayed on the screen. All of these items are also included in the '24-'25 Universal Registration Document and in the meeting documents. I suggest, therefore, that we do not go into detail here. In accordance with the recommendation of the AFEP-MEDEF code, the Board of Directors conducts an annual assessment of its composition, organization and its functioning as well as an assessment of its committees. During the previous financial year, the Board of Directors called upon an independent external consultant to carry out this assessment. This year, as required by the AFEP-MEDEF code, a self-assessment was carried out using individual anonymous questionnaires and individual interviews conducted in particular by the Chair of the Board's Compensation Appointments and Governance Committee. The assessment of the Board of Directors carried out early in 2025 showed that, number one, many of the improvements identified last year have already been implemented, and there is now a solid foundation on which continuous improvements may be made year after year. Secondly, the restructuring of the committees, the review of their respective missions and the review of the internal rules and regulations at the Board of Directors meeting on March 26, '25, are particular signs of the implementation of the recommendations resulting from the Board's evaluation work. The Board and the committees are working in a much more collaborative way and are better connected with the Executive Committee. Fourth, the transition period was well managed within the Board, the Strategic Committee and the Audit and Risk Committee. And fifth, the organization of a first executive session of the Board was considered very useful in better understanding the individual contributions of each member. I will now present the changes envisaged in the composition of the Board for '25-'26 financial year. As you can see on the slide, the renewal of directors' terms of office is staggered and balanced over 3 years. Four terms of office are due to expire at the end of today's general meeting. These are the terms of office of BPI Participations represented by Samuel Dalens, CEA investment currently represented by François Jacq and the Fonds Stratégique de Participations represented by Laurence Delpy and Kai Seikku. The Board of Directors has decided on the recommendation of the Board's Compensation, Nominations and Governance Committee to propose the renewal of the terms of office of BPI Participations, CEA and the Fonds Stratégique de Participations for a further 3-year term. BPI Participations has been a non-independent director since 2016 and a strategic shareholder of Soitec since 2013. It is represented on the Board of Directors by Samuel Dalens Samuel is a Director in the Large Cap team at Bpifrance investment. He brings to the Board his solid experience in finance and private equity as well as expertise in clean tech strategy. He's also a member of the ESG committee of several companies. During the '24-'25 financial year, Samuel Dalens' average attendance rate at the Board and committee meetings was 92%. If the renewal of Bpifrance Participations term of office is approved by the shareholders' meeting, Samuel Dalens will continue to sit on the Strategy Committee, the Audit and Risk Committee and the Compensation, Appointments and Governance Committee of the Board. CEA Investment, which is a subsidiary of CEA, the French Atomic Energy Commission, is a non-independent director and strategic shareholder of Soitec since 2016. It's currently represented on the Board by François Jacq. During '24-'25 financial year, François Jacq's average attendance rate was 64%. François Jacq, CEO of the CEA since 2018, was appointed Chairman and CEO of the CNES, the National Space Authority on the 23rd of May 2025, and a new permanent representative of CEA Investment to our Board of Directors is therefore expected to be appointed. The process of finding François' successor to the Board is still ongoing. I have emphasized the importance of the participation rate of the new representative of CEA Investment and the need to avoid any conflict of interest on the part, obviously, of the representative. The CEA is an important partner for Soitec and its representation on the Board of Directors is important for our company. If the renewal of this term of office is approved by the shareholders' meeting, CEA Investment will continue to sit on the Strategy Committee. Finally, the Fonds Stratégique de Participations has been an independent director and shareholder of Soitec since 2022. The FSP provides long-term support to French companies in their growth and transition projects. It is represented on the Board of Directors by Laurence Delpy. Laurence, who was also an independent Director of Soitec from 2016 to 2022, contributes to the Board her in-depth knowledge of the company's activities, her management expertise and her international experience. She is also deeply committed to sustainability. During the '24-'25 financial year, Laurence Delpy's average attendance rate at the Board and committee meetings was 100%. If the renewal of the strategic investment funds mandate is approved by the shareholders' meeting, Laurence Delpy will continue to chair the Sustainability Committee and sit on the Strategy Committee and the Compensation, Nominations and Governance Committee of the Board. The Board of Directors has not proposed the renewal of Kai Seikku's term of office. On behalf of the Board of Directors, I would like to thank Kai for his active contribution to the work of the Board and the committees since 2019. If Resolutions 4, 5 and 6 are approved, the composition of the Board of Directors will be as shown on the screen. With the departure of Kai Seikku, who will not be replaced, the proportion of women on the Board will increase from 42% to 45% and the percentage of independent directors will also increase to 64% compared to 58% prior to the meeting. The composition of the committees will remain unchanged, except for the Sustainability Committee, which currently includes Kai Seikku. Kai will be replaced by Francoise Chombar, who is independent. Excluding the employee representative on this committee, the proportion of independent directors on the Sustainability Committee will therefore increase from 75% to 100%. Finally, all committees will continue to be chaired by an independent director by Christophe Gegout for the Audit and Risk Committee, Laurence Delpy for the Sustainability Committee, myself for the Strategy Committee and finally, Delphine Segura Vaylet, who chairs the Board's Compensation, Nominations and Governance committees. I will now hand over to Delphine Segura Vaylet, who will present the remuneration of the corporate officers. I would like to emphasize that the issue of Pierre Barnabe's compensation has been rigorously reviewed by the Board of Directors without compromise. At our meeting on May 27, '25, the Board wished to renew its full confidence in Pierre Barnabe, whose term as CEO will expire next year. This confidence is reflected in desire to ensure that his compensation is in line with market practices for comparable positions in Soitec sector. This approach is essential to attract and retain leadership capable of steering Soitec in a demanding competitive environment. Pierre Barnabe has nevertheless requested that any discussion of the content of his compensation be postponed until the '26-'27 fiscal year in connection with the renewal of his term of office. The Board approved this request at its meeting on June 25, 2025. Our objective is clear to ensure the sustainability and growth of Soitec in a spirit of shared responsibility. I will now hand over to Delphine, who is going to be explaining the compensation of corporate offices in '24-'25 and '25-'26.

Thank you, Mr. Chair. Hi, everyone. As President of the Compensation, Appointments Committee and governance, I'm going to be presenting the pay for Soitec. All of the factors I'm going to be presenting to you were decided by the Board of Directors following the recommendation of the Compensation Committee, Appointments Committee and the Governance of the Board. This information is also available on Chapter 4.2 of the Universal Registration Document 2024, 2025 in the brochure [indiscernible] to the general assembly as well as on the Internet side of the company. First, I'll start by presenting the elements of compensation paid or attributed during '24 -- '26 the board members. They are part and parcel of the framework of the general compensation policy approved by the General Assembly, which was held in July 2024. And they are part of the Resolutions 7 to 11 submitted to your vote today. This is the ex post vote. The Resolution #7 has to do with the global approval of the information relative to the compensation of Board members. This is the global ex post and not the individual ex post that we will be doing subsequently and that will be concerned by Resolutions 8 to 11. So Resolution 7 is to improve the payment of Board members from 2024 to 2025 and the global amount stands at EUR 737,738. In compliance with the policy approved by the general assembly in 2024, all of the members of the Board is allocated on a pro rata basis to their effective presence in the meetings of the Board and the committees that they are members of. Their participation in meetings via telecommunication means is considered to be equivalent to physical presence. The crisis of movements during the exercise of their mandate are reimbursed to them on presentation of justifying documents. I'd like to remind you that the Chair and General Director received a compensation that is different. The amount is not removed from the global envelope from their compensation of Board members. And the Board members who are representing staff do not receive any remuneration for their mandate as Board members. With respect to the payment of the function of Chair of the Board of Directors, we are here as Frederic Lissalde indicated, the 3 persons have succeeded in the Board Chairs during '24, '25. First of all, Eric Meurice at the beginning of the financial year from the 1st of April to the end of his mandate subsequent to the general assembly on the 23rd of July 2024. Christophe Gégout during the transition period from the 23rd of July '24 to the 28th of February '25. And currently, Frederic Lissalde, for 2024-2025, starting on the 1st of March to the 31st of March 2025. So we'd like to approve the remuneration for all 3 of these people, which is quite unusual. As a reminder, at Soitec, as planned in the Compensation Committee and the President of the Board, the latter benefits only from a fixed salary, which is not counted in the amount paid to the Board members. The general assembly in 2024 approved an increase in the fixed Head of the Board of EUR 230,000 to EUR 280,000 for the period after the transition period only. In actual fact, that would be from the 1st of March 2025. The President of the Chair -- Chairman of the Board benefits from no advantage other than the reimbursement of expenses made during that period. For #8, we propose that you approve the remuneration allocated to Eric Meurice for the '24-'25 financial year. Eric Meurice received gross remuneration of EUR 71,720, which corresponds to the pro rata amount of EUR 230,000 for the period from April to July 23, 2024. Now Resolution #9 proposes that you approve the remuneration awarded to Christophe Gégout for his role as Chairman of the Board of Directors. For the '24-'25 financial year, Christophe Gégout received EUR 139,731 gross pay, which corresponds to the pro rata share of EUR 230,000 for the period from July 23, 2024 to February 28, 2025. My Resolution #10, it is proposed that you approve the remuneration allocated to Frederic Lissalde in his capacity as Chairman of the Board of Directors. For 2024-2025 financial year, Frederic Lissalde received EUR 23,333 gross pay, which corresponds to the pro rata share of EUR 280,000 for the period from 1st of March to 31st of March 2025. As provided for in the remuneration policy approved by the 2024 General Meeting, the remuneration of the Chairman of the Board was increased to EUR 280,000 at the end of the transition period. Under Resolution #11, proposes that you approve the compensation awarded to Pierre Barnabe for his role as Chief Executive Officer. For '24-'25 financial year, Pierre Barnabe received fixed remuneration of EUR 530,000 gross pay. With regard to the short-term variable remuneration, the Board of Directors noted on the recommendations of the Board's Compensation, Appointments and Governance Committee that 60% of the targets have been achieved, corresponding to a total of EUR 318,000. I would like to remind you that Pierre Barnabe's variable remuneration for '24-'25 was based on 3 financial objectives: Revenue, consolidated EBITDA and the operating cash flow, each representing 20% of the total and as well 4 strategic objectives namely: Innovation, representing 10% or 15% in the event of overperformance; commercial challenges, 10% to 15%; human resources from 10% to 15% as well and the last objective concerning ESG of 10% to 15%. The 10% increase was possible if the MSCI's ESG rating improvement target was achieved, which could have brought Pierre Barnabe's variable pay to 165% of the fixed pay. None of the 3 financial targets were achieved. The 4 strategic objectives, which have precise and mostly quantitative criteria, were 60% achieved. The increase linked to the ESG rating was not achieved. The MSCI rating went from A to A, same as the last year. So there was no improvement. So these factors bring about a 60% achievement rate. In addition, during the 2024-2025 financial year and as part of his long-term variable compensation, the Board of Directors awarded Pierre Barnabe 11,640 performance shares corresponding to a value of EUR 1,145,885. Pierre Barnabe also benefited from a mandatory retirement savings plan, the payroll, whose contribution amounted to EUR 14,692. Lastly, Pierre Barnabe also received benefits in kind corresponding to the use of a car and official accommodation as well as contributions paid for private unemployment insurance taken out with the GSC. The total amount of these benefits in kind amounted to EUR 35,209. So much for the ex-post policy. Now concerning with the remuneration policies for corporate officers applicable for the '25-'26 financial year, which are the subject of resolutions ex post [indiscernible] -- which are the subject of Resolutions 12 through 14. Firstly, the remuneration policy for the Chairman of the Board of Directors, which is Resolution #12. As I mentioned earlier, the Chairman of the Board receives only fixed compensation and no other compensation or benefits in conjunction with his corporate office. The '24 General Meeting approved an increase in his fixed annual remuneration from EUR 230,000 to EUR 280,000, which took effect on 1st March '24 with the appointment of Frederic Lissalde. For the '25-'26 financial year, it is proposed to maintain the fixed annual remuneration of the Chairman of the Board of Directors at EUR 280,000 gross pay. With regard to the remuneration policy for directors, which is concerned by Resolution #13. No change is proposed to the total amount allocated to them annually, which has remained at EUR 820,000 gross pay since the Annual General Meeting in 2022. This policy would be similar to the one approved last year. The remuneration of each director will, therefore, be calculated as last year for 100% attendance throughout the year. A seat on the Board of Directors will be paid EUR 46,000. All committee members will receive remuneration of EUR 13,000, and the chairmanship of the committee will be remunerated with an additional EUR 17,000. Finally, the remuneration policy for the Chief Executive Officer for '25-'26 financial year will be dealt with under Resolution 14. An independent comparative study was conducted, as it's done every year, showing that the fixed remuneration could be adjusted to better reflect market standards. After reviewing the results of the study and considering the importance of retaining the Chief Executive Officer in a demanding environment, the Board decided to grant Pierre Barnabe with a 10% increase in his gross annual remuneration, EUR 283,000 to bring it closer to the median remuneration of CEOs in comparable companies and additional allocation of performance shares to cover important strategic objectives and potential exceptional compensation, which could only be paid under very specific circumstances. However, as Frederic indicated, Pierre Barnabe wished to postpone discussions on changes to the content of its remuneration for 1 year in order to bring them into line with the renewal of his term of office as CEO in 2026. The Board of Directors, therefore, met again on June 25 and indeed decided to postpone discussions on the content of the CEO's compensation until the '26-'27 fiscal year. This decision also takes into account current market practices, which recommend aligning changes to the CEO's compensation policy with the renewal of his term of office. Consequently, the 10% increase in the CEO's fixed annual compensation will not be applied. The CEO's compensation will remain fixed at EUR 530,000 up until March 31, 2026, and all elements relating to this fixed remuneration, in particular, the determination of his variable remuneration for '25-'26 will be calculated, therefore, on the basis of EUR 530,000. The additional allocation of performance shares to Pierre Barnabe to cover important strategic [indiscernible] will not be implemented. And the possibility of paying exceptional remuneration to the CEO will also not be implemented. The Board of Directors has committed to applying only the following elements as it did last year, a gross annual fixed remuneration of EUR 530,000, short-term variable compensation up to 165% of his fixed compensation, long-term variable compensation of up to 250,000% of his fixed compensation, the benefits of the mandatory retirement savings plan as for employees of the Soitec UES, various benefits in kind, the company car and accommodation and unemployment insurance at the GSC. The compensation policy also provides in the event of departure of the CEO under certain conditions unchanged from last year, compensation in lieu of notice severance pay and noncompetition compensation. As you can see on the screen, in light of the last decisions taken by the Board of Directors on June 25, the CEO's compensation structure will remain unchanged from last year. Lastly, the Chief Executive Officer's short-term variable compensation for '25-'26 financial year will be subject to the achievement of 3 financial criteria: A revenue criteria accounting for 20%, an EBITDA criteria accounting for 20% as well and the free cash flow criteria also accounting for 20% of these. Each of these 3 criteria may account for up to 30% in the event of overperformance. In addition to these 3 financial criteria, as was the case for this year, there are 4 strategic criteria that will be added up. An innovation-based criteria for 8%, 12% in outperformance; one based on the commercial challenges of each division for 8%, up to 12%; another criteria based on human resources for 8%, up to 12% and the final criteria based on ESG criteria for 16%, up to 24% in the event of outperformance. Finally, a diversification target may increase the total discipline obtained by 10%, meaning that the variable compensation may reach 110% of the CEO's target fixed compensation and up to 165% in the event of outperformance. With respect to the long-term variable compensation and taking into account the Board of Directors' decision on June 25 not to implement the additional performance share award it had considered on May 27, long-term variable compensation will be limited as was the case last year to a maximum of 250% of the CEO's fixed annual compensation. The performance targets calculated over a 3-year period will consist of a revenue target for 25% of the allocation, an EBIT target for 20% and a TSR target of 30% to be compared with the TSR of the STOXX Europe Total Market Semiconductors index, which will only be achieved if the TSR exceeds the median of the index. And lastly, a sustainability target for 24% -- 25%, which will be based on criteria related to diversity, inclusion, climate change, water stress and employee training on the group's code of conduct and cybersecurity. In conclusion, the Board of Directors meeting in 25th of June reflects a commitment to rigorous and responsible governance, ensuring a fair balance between performance, fairness and transparency. This policy reflects a firm commitment to fairness while recognizing the heavy responsibilities and expected results of the CEO. Next year, the Board's Compensation, Nomination and Governance Committee will conduct a comprehensive review of the CEO's compensation policy, which will be submitted to you for approval next year. I invite you to view this process as a genuine commitment to rigor, oversight and respect for the interest of all shareholders. Thank you for your attention.

Thank you, Delphine. I'd like to give the floor to Benjamin Malherbe from EY and Laurent Genin from KPMG, and they're going to share with you their statutory auditors' reports.

Thank you, Chairman, ladies and gentlemen, to the shareholders. In compliance with the assignment that was entrusted to us by your general assembly, we are pleased to present our reports -- joint reports for the year ended 31st of March 2025. These reports relate to the annual financial statements, the consolidated financial statements, the regulated agreements, the sustainability report included in the group management report as well as the capital-related transactions provided for in Resolutions 15 to 25. As is customary, we propose to summarize the main points and conclusions. With regard to our reports on the annual and consolidated financial statements, which are the items covered in first and second resolutions, in our opinion, the parent company and consolidated financial statements for the year ended 31st of March are true and fair in accordance with the respective accounting policies and give a true and fair view of the results of operations, financial position and assets and liabilities of the group and the company at the end of the financial year. The key points of our audit concerned recognition of turnover in the annual and consolidated financial statements, tax control for the annual and consolidated financial statements and finally, valuation of fixed financial assets in the annual accounts. As part of our audit task, we also verified presentation and conformity compliance with the annual and consolidated financial statements of the information provided in the management report of the Board of Directors, including information relating to compensation benefits and payments granted or made to corporate officers. Finally, we would like to point out that our work was carried out in compliance with the professional standards applicable in France and that we performed our assignments in compliance with the rules of independence.

I will now continue with the other reports. First of all, a report on regulated agreements, informing you that no agreements authorized by your Board or signed by your Board are submitted to your approval for this general assembly. With regard to the regulated agreements that you have previously approved within the general assembly, our report mentions those entered with Eric Meurice, Director and Chairman of your Board of Directors at the date of signature of service contract, which was terminated during the year. We also have a memorandum of understanding with STMicroelectronics. This also was terminated during the year and did not give rise to any invoices. With the French Atomic Energy Commission, AEC, under a multiyear framework agreement for collaboration on research and development and a patent licensing and know-how transfer agreement for the manufacture and sale of substrate. With Shanghai Simgui Technology under an agreement for the supply by your company of raw materials to that company for the manufacture of SOI wafers and under also licensing and technology transfer agreements and agreements for the supply of SOI wafers. The purpose of these agreements is, I'll remind you, to enable Shanghai Simgui Technology as part of an increase in SOI wafer production capacity to manufacture in China and sell exclusively to your company, these products for the world market using Soitec's Smart Cut technology. This is it for the regulated agreements. This year will be the first application of the European CSRD, ESRS directive, Soitec's process for determining published information. And therefore, we have this first report for sustainability information. The limited assurance report covers compliance with the European standards, ESR as well as the European regulation. Regarding the Soitec process for determining published information, the information, the sustainability information itself that we reviewed and the taxonomy, which is part of the sustainability reporting process. Based on the procedures we have performed, we have identified no errors. Emissions or significant inconsistencies with regard to compliance with ESRS and European regulation. In our report, we addressed 2 technical observations relating to the inherent limitations of an initial application of CSRD in Europe. Finally, I will close, although it's the longest part of our report by presenting the 4 reports in support of the extraordinary resolutions. There are 4, as I said, concerning Resolution 16 that you're going to have to vote on. This resolution relates to the authorization to reduce the share capital by canceling shares. We have nothing to report or observe on the terms and conditions of the proposed capital reduction. Then we prepared the report on resolutions 17, 18, 19, 20, 21, [ 2022 ] and [ 2023 ], the purpose of which is to authorize the Board to issue shares and securities with or without canceling the preemptive subscription rights within the limits specified in each of the Board reports. For most of these transactions, the Board is proposing that you delegate to it the power to carry out this transaction for a specific period and under different terms and conditions. These are the items we are underlining in our report. Subject to subsequent examination of the terms and conditions of any issues that may be decided, we have no comments to make on the methods for determining the issue price under Resolutions 18 and 19. Furthermore, as this report does not specify the methods for determining the issue price of the equity securities to be issued under the 17th -- Resolution 17, 22 and 23, we are unable to express an opinion on the choices of elements for calculating the issue price. And the final conditions under which the issues will be carried out have not yet been determined. Therefore, we do not express an opinion on these issues and consequently, on the proposal made to you in Resolutions 18 and 19 to waive your preemptive subscription rights. Finally, if this should be used by the Board, we will issue a complementary report, which will be presented at the next general meeting. Resolution 20, relating to the authorization to issue ordinary shares or securities with preemptive subscription rights for the benefit of categories of persons meeting specified have been canceled. Subject to a subsequent examination of the terms and conditions of any issue that may be decided, we have no matters to report, no observations to make on the methods used for determining the issue price. We will issue an additional report if these authorizations are used, then we will present it at the next general meeting, general assembly. Resolution 25 relates to the authorization to issue shares or securities reserved to members of a company savings plan. As the final conditions under which the capital increase will be carried out have not yet been determined, we do not -- we do not express an opinion on the proposed cancellation of preferential subscription rights. And -- we will issue a supplementary report when the Board makes use of these authorizations. And as is the case for the previous 2 resolutions, it is exactly the same thing. In case there is an additional report, it will be presented at the next general assembly. This is it. We have all the joint reports for our 2 companies, and we would like to thank you for your attention.

Now I would like to open the floor for discussion. If there are any questions, we will answer your questions before we vote on the resolutions. The company has received a number of written questions from shareholders and the replies to those questions have been made available online on the Soitec website.

Thank you, Chairman. There are microphones, rolling microphone in the room. Only shareholders can ask questions.

Good morning, Daniel, I'm an individual shareholders for many years. Now I have several questions and several observations. The general assembly this morning, where you see the auditorium is close to empty. There is [indiscernible] general assembly at the same time. This week, there are 2 general assemblies, important ones happening exactly at the same time. Last week, there were 3 important AGM, [indiscernible], all at the same time. Everybody makes -- organizes their general assemblies on Tuesdays and Thursdays. Why? There are 5 days in the week. There are 10.5 days. Why can't you make sure that the general assemblies are happening at different times. Can't you agree on the schedule? And the price of the share. Now it's catastrophic. I find it really regrettable that we have happen -- we don't talk about -- it was 160 -- a few years ago. I paid 160 for those shares. And yet you did not even mention it today, 3% down this morning, which is about [indiscernible] regarding the results that will be disclosed tonight, EUR 44 this morning. So I would have liked just a brief mention. We don't need you to be compassionate, but at least think about the shareholders who are losing money. And regarding CSRD and ESG, corporate responsibility. You said you were following 215 -- 500 points on 1,200 approximately. I have references with other companies. They follow approximately 100 because corporate responsibility is very expensive. Companies say, yes, yes, yes, corporate responsibility, but -- corporate responsibility. But I have talked to several managers and they say it's all very well accepted cost of fortune. So okay, corporate responsibility is also very well, but we should take it with a pinch of salt. And I'd like to know how expensive is it in terms of reporting because it is expensive. And with regard to the industry, saving water, okay, very well, but there is a cost because this is a global market. Americans, Chinese, they couldn't care less, except that we are under a lot of pressure because there are European directives we need to comply with. And also about the future perspectives, minus 20% turnover, as you said. Is there a trajectory? What is being done for the automotive industry division and the data center division and smartphones division? Because from what you showed us, data centers are doing okay. The others are dropping and data centers for corporate responsibility, not really rosy. So where are we going? And compensations. We see that the margin is okay, but the turnover and the shares are in a catastrophic position. And the variable compensation is up from 240,000 to 210,000. I think that's really difficult to swallow if you talk to shareholders who are losing money to see the compensations of the executives are increasing.

The first question regarding the schedule of the general assembly, Emmanuelle.

Well, unfortunately, we don't -- we're not always informed when the other companies are going to organize the general assembly. They scheduled the general assemblies very early on. We understand your concern. But again, it is not easy for us to be informed of when the other companies are going to organize the general assemblies so that we could organize ourselves.

Regarding the shares, the value of the shares, well, we share your concern and your frustration, me more than anybody else. But we need to focus on the future. We need to focus on what Soitec can control. And we need to accept that if you're an investor working in the industry of semiconductors, automotive industry or telecommunications, you will see that the market is extremely difficult right now. So the management is focusing on what they can control. And you could tell for yourselves the cash and EBIT and EBITDA are showing the result. I'm a shareholder, too, and I understand your frustration. CSRD, would you like to talk about that?

Well, CSRD and the criteria, more than 1,200 criteria recommended. We chose 541, bearing in mind that many criteria we already were following and controlling quite well previously. But following those criterias and keeping track of them is also helping us improve the criteria and improve our costs. You heard that we reduced our water consumption. We recycled water, we reduced our CO2 print. And it's not just about fitting tables and meeting criteria. It's also about making the company more performing, more attractive, more in line with what people expect. You were saying that the Chinese don't care about the environment and corporate responsibility towards the environment. Look at the number of solar-powered company being started in China and nuclear power plants in China don't be prejudiced. Many companies are working to reduce their carbon print and their CO2 print and their water consumption, and we're doing it as well, and we're proud of it. Regarding the markets, well, as you know, the markets, I mean, we have a quarterly base guidance due to the fact that the market is very unstable and highly volatile. Tariffs applied by the United States and Europe have not yet been determined. This is just one example. So you know -- I mean, the smartphone market is almost grinding to a halt. And it's mostly a renewing market, but there are no new smartphones. We were simply renewing the existing ones. And this is the market we are operating on. And we have huge inventories that need to be sold. Automotive industry, the cycle is very low, and this is having an impact on our products. And finally, data centers, thanks to the artificial intelligence, the market is doing well, and we're taking advantage of it. However, data centers use up a lot of energy. And you're right, when you say that. And our products are allowed to save energy and inserting photonics in the data centers is a way to reduce the demand for energy in data centers and generally speaking, so more Soitec, less CO2.

Last question on the variable compensation policy.

If you allow me, I'd like to answer. The variable compensation, as you said, was fixed on an achievement rate of 64% for 2024, 2025. In the previous year, the achievement rate was 50%. So you're right, there was a slight increase, but that's because the achievement rate is higher than the previous year, but below what we could expect. So it's not a very big increase between 2024, 2025 and 2023, 2024, 2025 that we are presenting today in the resolution.

Yes, the next question.

Individual shareholder. I have three questions. The revenue, sales. You announced in your report 27% turnover decrease. So how is it calculated versus STMicroelectronics you deliver to Agrate in Italy and Singapore? And the second question, artificial intelligence. You say you use artificial intelligence. Okay, right. But I have a question. Are you about inference or learning? What is your side of the business? And if you are on the learning side, where exactly? Third question, you talked about Photonics. What are the prospective customers? I have names, NVIDIA, Broadcom, TSMC, Samsung, AMD.

I will answer these questions. Regarding the revenue, it's calculated by destination. So the revenue for France depends on deliveries we perform on the French territory. Then the customers may break this down in other subsidiaries. So we calculate this based of the destination. Our revenue is based on destination. Regarding artificial intelligence, we supply substrates that allow to develop artificial intelligence. So we're not directly involved in AI itself, but we take advantage of the AI booming operations through 2 products, silicon photonics that interconnect data centers between them or service within the data centers. They turn electrons into photons and this ensures that optoelectronics transmission is achieved, but that is mostly for inference applications, although the next application -- I mean, the application behind this is what we find in AI and the big dynamic is inference. The other products are for FD-SOI, really well suited to new generation radars with AI onboard. And again, this is also inference mostly. So those are the 2 directions in which we are developing our AI business. And we also use AI for our own needs to improve quality, to improve fault detection, and we work on several projects in order to implement AI-based solutions and tools, but we're trying to be pragmatic and very cautious regarding data protection. The third item -- sorry, Photonics customers. We are very discrete regarding our customers and especially our customers' customers. So for Photonics, yes, the business is growing very fast. We are hoping to hit the $100 million mark this year or next year and exceed it. But mostly, we supply melting furnaces, and they supply other customers. So [indiscernible], Broadcom, Marvell are definitely our customers' customers, but we will never be in contact with them, although we work in the whole field, in the whole industry.

Next question?

Good morning. [indiscernible] I represent the Soitec CSE. As many of you are probably aware of, last year, the workers opposed Resolution 14, which is about an increase in compensation. We have duly noted that -- the resolution was amended. Regarding the voice of the workers, the initial decision made by the Board of Directors regarding this compensation was completely offset with the fact that the workers were asked to make an effort with their wages for the 2024, 2025 financial year. This is really bad for the trusting relationship we have within the company. So this is a question I'm asking on behalf of all the company's headcount, how to restore the trust between the workers, the management and the Soitec governance? And what action will the Board take to reinforce social dialogue and involve the workers' representatives in the strategic decisions that have an impact on working conditions and motivation of the company's workers.

Well, as Delphine explained, the reasons why we suggested a compensation increase for the CEO is a way to show him we trust him because of the work he has done. And also, I mean, I only have one goal in mind, Soitec, Soitec's future. I want Soitec to be managed by the best. And unanimously, we wanted to confirm Pierre as our CEO, and we want to confirm in his position, and we think the message has been received. Regarding trusting relationships, I'm a trusting person. And I'm asking everybody in Soitec and around Soitec to also be trusting. I mean it works both ways. Trust between the Board of Directors and the managers, the management team. Everything that happens in the past, I'm not interested. Everything that happened in the past has been dealt with, and that's it. I'm not interested.

Thank you, Chairman. Regarding social dialogue, it's an ongoing effort. And that's something we always need to focus on. Now there is one essential item, transparency. And with regard to transparency, huge efforts have been made to increase transparency regarding the information and the communication towards all of the company's workers. There is a permanent channel of communication regarding strategic issues in the voice of employees, which is the investigation, the poll we started about a year ago to hear your needs, the workers' needs. And definitely, we heard that they wanted more information on our strategies and our strategic decisions. So every month, a presentation was made to take stock of the situation regarding the strategy for each individual topic, and we need to continue in that direction. I am in contact with all the workers permanently across the world. Of course, Bernin, but also [indiscernible] [ Le Bourget ], [indiscernible] Shanghai, Seoul, Tokyo, I mean, all of our sites, it's very important that we have this dialogue. And it's also very important that I hear your requests. I hear the workers' requests, and they may be different depending on where they come from. But we need to bring them together and summarize them and try and lay even more emphasis on social dialogue. We obviously will keep the transparency, and we will hear the -- what is being said by the workers in this voice of the employees' opinion poll, and we will try to meet their expectations as best we can.

Yes, next question.

I represent the [ CSC ] as a shareholder and a worker for the company, and with all the shareholders who are present here, we have seen that the share value has dropped from EUR 150 to EUR 45. So it's 70% loss value. And in spite of the fact that we expected an increase, we are forced to see that this is not compensating for stagnation in the RFSOI market. So my question is for you, Chairman of the Board of Directors and Chairman of the Strategic Committee. We have heard Pierre Barnabe say that new products are coming on the market. But what are the clear strategic orientations that Soitec is thinking to implement in the mid and long term in order to restore significant growth and allow the company to go back to its stock market value, which really reflects the value and not the value of the current assets in order to mitigate the risk.

First of all, the product diversification strategy that was implemented by Pierre and the whole Soitec team. I'd say that thankfully, they're there. Thank goodness. Now we need to pursue and accelerate that diversification and implement a growth strategy linked to the know-how of Soitec. Now the product strategy and growth strategy and the responsibility of management and the Board is working in concert. That is an ongoing and continuous effort that's led together above and beyond the product for what applications.

I can add. Today, we have 5 active products. Our FSE is down because the market is stagnated. So we have excess inventory in 2021 and 2022. So we are absorbing and working step-by-step, taking care of this excess inventory. And now the market of power is down because of the automobile market being down. There are 3 products that are strongly progressing. BOI filters for smartphones, FD-SOI, which is also doing very strongly, [indiscernible] of market and digitalization market for connected objects. And the digitalization market for specific applications for smartphones. So those products are doing very well, and they're making progress. And obviously, photonics that I've spoken about. In addition to these 5 products, which are going to do better than EUR 100 million, we will very soon have 5 products. Now we have 4, we will have 5. We have other incubation products where we do hope to have even more diversification in our activities, thanks to that. We talked about product diversification and market diversification. We're also talking geographical diversification. China was 3% in '22. It's now 18% in '25. It will be more in the future because China has decided to become the #1 semiconductor company in the world.

Thank you, Pierre.

I have a question. [ Renault ], I represent the CSC as well, and I'm a salaried shareholder. My question is -- has to do with the structure of the Board of Directors. Mr. [ Ma ] who's been here since '19, was not renewed. There was not proposed for renewal. Mr. [indiscernible] is a Director of Documentik and Vice Chair of SEG. Given the importance of SEG as a shareholder and partner -- industrial partner, we don't -- we'd like to understand how does the Board determine the relationship between SGI and Soitec in the next years? And what are the precise reasons in terms of the governance of the Board, which led to the decision to not renew Mr. Seikku's mandate and to have no longer have a member of that company in the Board.

SEG is still an important partner. The shareholders pack, which links Soitec and SEG has expired. The shares -- the shareholders' participation in Soitec has reduced as well. So the Board considered that we didn't necessarily need to have them as a member of the Board. That doesn't mean that the situation has deteriorated. You don't need to have somebody on the Board to work.

This is not a small partner. It's not a little shareholder of Soitec [ NSIG ].

Well, there are no such things as a small shareholder. They weigh a bit heavier, I think, than CEA Investment and FSB. Some are saying. No, no, not at all. It's between both. We have shareholders who have more than 5%, and they're not on the Board.

This is not a problem with our relationship. Our relation has never been more active than it is today. Every 2 months, I meet the Chairman and CEO of NSIG either in Shanghai or in France. And we have several development projects and cooperation projects. So you'll see as years go by that this relationship is going to develop because this is an important partner for us for China and for several reasons. This is a player which is increasingly important in the Chinese territory. And today, relationships have never been more propitious, including with and [indiscernible], which is another one of our suppliers.

Thank you, Pierre. Thanks to all. I think there are no further questions from the floor. Thank you. Now let's move on to Emmanuelle for votes on the resolutions. Thank you, Pierre.

The quorum was given at the opening of the assembly. There was a quorum -- a provisional quorum. So the quorum final, which is taken into account for the resolution, the number of shares enrolled in the present sheet, present or represented in voting by 2 -- 24,186,161 or 67.84% of shares with voting rights. The legal quorum both for the ordinary and extraordinary meeting has still been reached. Given the means of [indiscernible] has handed out to you a ballot on your way in, offering 2 options, either voting according to recommendations of the Board. You vote positive in all of the resolutions on the agenda or you can express your votes resolution by resolution by checking off the vote for each item. It needs to be signed and handed back to the TVA representative subsequent to the 20th resolution of the general assembly. I'll present the purpose of each resolution and the titles will be on the screen without reading the full text in the session. The slides take the main information of each resolution. I'm going to submit to your vote resolutions and the competence of the general ordinary assembly. First of all, resolutions having to do with the ordinary general assembly. Resolutions 1 to 3 to approve consolidated accounts for 2025 and affecting the fiscal year ended March 31, '25, then the resolution 4 to 6 with a view to renewing the appointments of Bpi Participations, CEA Investissement and the Fonds Strategic de Participations for new 3-year terms for the reasons indicated previously. Resolution 7 to 11 to approve the compensation of corporate officers attributed in '24, '25. The seventh resolution to improve the compensation having to do with the corporate office as required by Article 22-10-9 of the French Commercial Code. Eighth resolution, approving the components of the compensation paid or awarded in the fiscal year '25 for Eric Meurice, Chair of the Board of Directors until the close of the general meeting July 23, '24, approval of the components of the compensation paid or awarded in the fiscal year ended March 31, '25 to Christopher Gegout, acting Chair of the Board of Directors from the close of the Annual General Meeting on July 23, '24 until February 28, 2025, until the end of that. The 10th resolution, approval of the components of the compensation paid or awarded to fiscal year ended March 31 for Frédéric Lissalde, Chair of the Board of Directors starting March 1, '25. And lastly, 11th resolution, approval of components of the compensation paid or awarded in the fiscal year ended March 31, '25 to Pierre Barnabe in his capacity as CEO. Resolutions 12 to 14 to approve the corporate compensation policy for the Chair of the Board of Directors for '25-'26, the Chair of the Board of Directors, that's Resolution 12, the members of the Board of Directors, compensation policy, Resolution 13, and compensation policy for the CEO, Resolution 14. The 15th resolution to authorize the Board of Directors to carry out transactions on the company's shares. I will now move on to resolutions within the competence of the Extraordinary General Meeting, mainly delegations and financial authorization for statutory modifications. Resolution 16 deals with authorization to give to the Board of Directors to reduce the share capital by canceling shares brought back by company pursuant to Article L. 22-10-62 of the French Commercial Code to a maximum amount of 10% of the shares capital. Resolution 17, delegation of competence given to the Board of Directors for the purpose of carrying out a capital increase by way of the issue of shares and/or securities giving access immediately or in the future to the company's share capital with shareholders preemptive subscription rights. 18th resolution, delegation of competence to be given to the Board of Directors for the purpose of carrying out a capital increase by way of the issue of shares and/or securities giving access immediately or in the future to the company's share capital with a waiver of stakeholders preemptive subscription rights through public offering or other offers referred to in Article 11 -- 411-2, Article 1 of the French Commercial Monetary and Financial Code. 19th resolution, delegation of competence to be given to the Board of Directors for the purpose of issuing by way of public offer referred to in Article L. 411-2 1 of the French Monetary and Financial Code, shares or securities giving access immediately or in the future in the company's share capital with a waiver of shareholders' preemptive subscription rights. The 20th resolution, delegation of competence to be given to the Board of Directors for the purpose of issuing shares and/or securities giving access immediately or in the future to the company's share capital reserved for categories of persons meeting defined requirements with the waiver the -- 20th delegation of competence to be given to the Board of Directors for the purpose of increasing the issue amount with or without shareholders' preemptive subscription rights within the -- of 15% of the initial issue. The 22nd resolution, delegation of powers to be granted to the Board of Directors for the purpose of issuing shares or securities giving access immediately or in the future to the company's share capital as consideration for the contributions in kind, consisting of shares of securities giving access to shares. The 23rd resolution, delegation of competence to be given to the Board of Directors for the purpose of carrying out a capital increase by way of the issue of shares and/or securities giving access immediately or in the future to the company's share capital as consideration for securities contributed as a part of a public exchange offer initiated by the company. The 24th resolution, delegation of competence to be given to the Board of Directors for the purpose of increasing the share capital by capitalizing premiums, reserves, profits or any other items that may be capitalized. Resolution 25, delegation of competence given to the Board of Directors for the purpose of carrying out one or more share capital increases by way of the issue of shares and/or securities giving access to the company's share capital reserved for members of a company savings plan with a waiver of shareholders' preemptive subscription rights. Resolution 26, amendment to Article 15, resolution of the Board of Directors to be -- to comply with the new provisions Article L. 22-10-3-1 and L. 225-37 of the French Commercial Code. The 27th amendment to Article 11, having to do with the crossing of thresholds, statutory thresholds. And the last 28th, harmonization of the company's bylaws with legal provisions. [Voting]

The vote is now closed. The representatives of [indiscernible] will circulate around to pick up your ballots and then the account will be taking place. And within a short time, I will give you the results of that accounting process. I confirm that all of the resolutions were adopted with the exception of 27, which is relative to the crossing the statutory thresholds. The details of the votes will be published by this evening on our website. So I'd like to thank you for your attention, and I'll hand over to Frédéric Lissalde.

The -- we have covered -- I declare the session closed. I'd like to thank you all for your participation in the assembly, and have a wonderful rest of your day. [Statements in English on this transcript were spoken by an interpreter present on the live call.]