Berengere Houdart Bertaud Email & Phone Number

France

Région De Marseille, France

Manager of Corporate team (by interim) during 8 months (6 in-house counsels, 4 paralegals)Juriste Corporate Expert:• Air Freight Division: in charge of corporate. • In charge of 30 French subsidiaries: day to day corporate work (approval of accounts, recapitalisation, TUP, merger, liquidation), governance, treasury management agreement (TMA). • In charge of 150 foreign subsidiaries (Latin América, US, Canada, North Africa, Middle East)• In charge of complex integration operations covering 12 countries: following the acquisition of a major European actor in short-sea shipping: selection and coordination of local law firm; proposal of integration strategies depending on tax implications inter alia: demergers, merger, asset deals, share transfers, liquidations.• Creation of 100% owned subsidiaries or Joint Ventures in Latin America, Middle East, Europe, US: ethics check of local partner (economic sanctions, competition, compliance), NDA, LOI and MOU, selection of local lawyers, negotiation and drafting of Shareholders' Agreements, SPA, by-laws, leases, obtaining licenses with local administrative authorities. Coordination with Finance, Tax, HR, Operations.

France - Brésil

As an entrepreneur myself in Brazil (Recomercio: redial.net.br and refone.com.br), I personally experienced all the – numerous- complexities and difficulties that one can encounter in Brazil and the cultural differences.I am passionate about Brazil which offers great business perspectives and have learned to embrace these differences, and find enriching managing them! I have therefore created BVM Bertaud Conseils and my missions are in reality very diverse: • JCDECAUX, Sao Paulo (Brazil): 18-month mission covering 12 countries of LATAM- Implementation over the zone of the Group Charter and Policies, and of the Talent Mapping- Management of the implementation of life and insurance policies for all LATAM employees. - Management, with local lawyers, of director’s contracts, labour and criminal litigation• HEINEKEN, Sao Paulo (Brazil): 6-month mission- Implementation the warranty following a transborder acquisition.• HORUS FINANCE, Paris: 2 missions in Sao Paulo- In the context of acquisitions, by Chenue SA (world leader of the transportation and storage of works of art) of Brazilian companies : due diligence, coordination with lawyers and accountants, post-acquisition integration (employees, contracts …) • Foreign investors in a Brazilian company have entrusted me with full representation powers to ensure their interests are fully defended, notably in recapitalization operations, modifications of Shareholder Agreements, shareholder meetings …: ongoing mission in Sao Paulo since Jan. 2017

São Paulo Area, Brazil

A RECOMÉRCIO oferece soluções de recuperação, recompra, reutilização e reciclagem de celulares, smartphones e tablets usados.

Paris

I/ UNLISTED COMPANY: • Secretary of the Management Committee• In charge of 20 subsidiaries: shareholders meetings (approval of annual accounts, recapitalization, appointment of board members ...) and board meetings.• Restructuration: TUP, APA, simplified mergers, recapitalisation, dissolution, liquidation, constitution of companies. • Recommendations to tax and finance HQ on legal options for restructuring operations.• Review of various contracts.II/ LISTED COMPANY• Document de Référence / 20F• Board of Directors and Committees: preparation, organization, drafting of decisions and minutes.• Sharesholders'Meeting: in charge US and French aspects on e-convening and e-voting, drafting of the Chairman’s report on the resolutions, drafting of the resolutions, minutes.• Report on Internal Control, Risk Management and Corporate Governance• Stock Option plans and Performance Shares: drafting and follow-up with Finance and HR.• Financial reports: Annual, semi-annuel and quaterly financial documentation, Report of the Chairman• Sustainability Report and DJSI Report• SEC publications : with Investor Relations, Finance and lawyers.• US listing: negotiation of Deposit Agreement with the lawyers of the American bank.

Paris Area, France

• Shareholders'Meetings.• Relations with AMF / Alternext of NYSE Euronexte Paris / Shareholders / Compliance: declaration of directors’ transactions on shares, follow up of share ownership thresholds; managed an AMF investigation. Setting and updating of insiders lists, drafting of procedures.• General corporate and contract work• Financing operations, fund raising.

Paris Area, France

• Creation of the legal HQ (team of 3 in house counsels and 1 paralegal)• Crisis management: indictment for involuntary manslaughter of directors

Paris

• M&A• Corporate Law (European and Transatlantic)• Crisis management: in 2002, following the indictment for involuntary manslaughter of directors of Buffalo Grill S.A., leader in the "steak house" market.

Law

Juris Doctor, Corporate Law

Activities and Societies: Research assistant of Dean Daniel T. Murphy for European Law issues

D.E.J.A (Diplôme D'Etudes Juridiques Appliquées): Joint Honors Program In French In French & Us Law