A publicly traded company with a capital stock of 28,676,292.10 euros.
Headquarters: 38 Berri Street, 75008 Paris, France. Registered with the Trade and Companies Register (RCS) under number B 894 283 126
OFFICIAL RECORD OF THE COMBINED SHAREHOLDERS’ MEETING HELD ON SEPTEMBER 26, 2025, FIRST CONVOCATION
On the twenty-sixth day of September, in the year two thousand twenty-five, commencing at 8:00 AM,
The annual Combined General Meeting of Shareholders (addressing both ordinary and extraordinary matters) was initially called to order by the Board of Directors via a notice published in Bulletin No. 101 of Mandatory Legal Announcements on August 22, 2025.
At 8:00 AM on September 26, 2025, shareholders of the company convened for a Combined General Meeting at the Bedford Hotel, located at 17 Arcade Street, 75008 Paris.
Upon entering the session, an attendance roster was signed by each attendee, both individually and in their capacity as representatives.
Mr. Frédéric Chesnais, in his role as Chairman of the Board of Directors (“the Chairman”), presided over the meeting. He confirmed that the Assembly was duly convened on its initial notice.
The Chairman acknowledged the presence of the Statutory Auditors, Mr. Marc Luccioni and Mrs. Pauline Rouge, representing A4 Partners, along with representatives from the Board of Statutory Auditors.
The Chairman then proposed the formation of the Bureau. Examination of the attendance sheet revealed that Ker Ventures SARL and Ker Ventures LLC held the largest number of votes, both independently and through proxies.
Mr. Paul-Hélie Magdelénat, representing Ker Ventures SARL under a power of attorney, was designated as a scrutineer. Mr. Magdelénat accepted the appointment to serve as a deputy returning officer within the Bureau.
Mr. Louis Aubin, representing Ker Ventures LLC under a power of attorney, was also appointed as a deputy returning officer. Mr. Aubin similarly agreed to serve in this capacity within the Bureau.
With the Bureau thus constituted, Mr. Philippe Mularski, the Chief Financial Officer, was designated as the Secretary of the Meeting.
The attendance sheet, certified as accurate and complete by the Bureau members, indicated that the required quorum for the Assembly was satisfied. Specifically, 89 shareholders were present or represented, or submitted postal votes, accounting for a total of 198,819,676 shares, each carrying one voting right. These shares collectively represented 69.57% of the company’s share capital and associated voting rights.
Consequently, the necessary attendance quorum was met for both ordinary and extraordinary resolutions, leading the Chairman to declare that all legal quorum requirements were fulfilled.
Therefore, the Assembly, having satisfied the legally mandated quorum requirements, was formally constituted and authorized to conduct valid deliberations.
The Secretary made available to the Assembly the legally required documentation, which was also accessible on the company website and at its headquarters at least 21 days prior to the Meeting, including:
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Annual Financial Report for the Fiscal Year 2024-2025, filed with the AMF (French Financial Markets Authority) on July 31, 2025.
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Copies of the notices of meeting and convocation published in the BALO (Official Bulletin of Legal Announcements).
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Copies of the invitation letters sent to the Statutory Auditors and registered shareholders.
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The attendance sheet, certified by the Bureau, along with all shareholder proxies and postal ballot forms.
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The registry of registered shareholders.
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The annual report and statutory reports, containing all relevant shareholder information.
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The company’s articles of association.
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The Statutory Auditors’ reports.
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The agenda and proposed resolutions presented to the shareholders.
The Chairman addressed the shareholders, outlining the key highlights of the 2024-2025 fiscal year, significant events occurring since the fiscal year-end, and the overall strategy and future outlook for Crypto Blockchain Industries.
The Chairman then invited the Statutory Auditors to present their report conclusions, with the Assembly waiving the full reading of the reports, as these had been made available to all attendees.
Following these presentations, the Chairman addressed written questions submitted by a shareholder:
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Regarding the Safebit contract, how many shares and bitcoins have been exchanged to date?
Answer 1: To date, no shares or bitcoins have been exchanged under the Safebit contract in order to limit stock dilution.
- Is it possible to implement a tracking system to monitor stock trading related to the Safebit agreement?
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Beyond the €200 million Safebit program, are there any other exchanges or disposals of CBI shares that could potentially be sold on the open market?
Answers 2 & 3: As mandated by regulations, all transactions involving company shares are reported to the Autorité des Marchés Financiers (AMF), the French financial regulatory authority. This information is publicly available through the AMF database: https://bdif.amf-france.org/fr. Each declaration includes details regarding the use of the associated funds. For instance, a recent transaction covered the acquisition of Bitcoin mining servers for $1.6 million.
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What is the total number of Bitcoins currently held by the company?
Answer 4: The company publishes a comprehensive monthly report detailing its crypto-asset holdings. This report is accessible on the company’s website under the “Investors / Reporting Crypto Assets” section: https://www.cbicorp.io/investors.
The Chairman then responded to oral questions from the shareholders present, primarily concerning the group’s future prospects, strategy, and recent fluctuations in CBI share prices.
With no further questions from the shareholders, the Chairman moved to the voting phase for the resolutions. He noted that the Board of Directors had not received any proposed resolutions or resolution amendments prior to the Meeting.
Furthermore, the Chairman announced the withdrawal of resolutions 6 and 7, pertaining to the appointments of Mrs. Megan Alexander and Mr. Jean-Marcel Nicolaï as new directors. These candidates had initially indicated their acceptance but later declined due to professional commitments conflicting with the duties of a director. The Chairman clarified that this withdrawal did not affect the Board’s functionality, as the number of directors remained above the legal minimum.
Agenda of this Combined General Meeting of Shareholders:
Ordinary Business:
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Approval of the annual financial statements for the fiscal year ending March 31, 2025, and discharge of liability to the members of the Board of Directors.
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Approval of the consolidated financial statements for the fiscal year ending March 31, 2025.
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Allocation of profit for the fiscal year ending March 31, 2025.
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Acknowledgement of the restatement of equity capital in accordance with Article L.225-248 of the French Commercial Code.
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Appointment of Mr. Mason Jappa as Director.
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Appointment of Ms. Megan Alexander as a Director (withdrawn).
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Appointment of Mr. Jean-Marcel Nicolaï as a Director (withdrawn).
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Determination of the aggregate amount of compensation allocated to the members of the Board of Directors as remuneration for their services.
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Approval of the Statutory Auditors’ report on the agreements governed by Articles L. 225-38 et seq. of the French Commercial Code.
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Approval of the fixed, variable, and exceptional components of the total compensation and benefits paid or awarded to Mr. Frédéric Chesnais, Chairman and Chief Executive Officer, for the fiscal year ending March 31, 2025.
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Approval of the principles and criteria governing the determination, distribution, and allocation of all compensation and benefits attributable to the Chief Executive Officer.
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Authorization granted to the Board of Directors for the Company to transact in its own shares.
Extraordinary Business:
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Authorization granted to the Board of Directors to issue stock options for, and/or purchase of, Company shares.
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Authorization granted to the Board of Directors to reduce share capital through the cancellation of shares acquired under a buyback program.
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Delegation of authority to the Board of Directors to increase the Company’s share capital by capitalizing premiums, reserves, profits, or other sources.
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Delegation of authority to the Board of Directors to issue shares or securities providing immediate or future access to the Company’s share capital, debt securities, or conferring rights to the allocation of debt securities, with the removal of shareholders’ preemptive subscription rights.
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Delegation of authority to the Board of Directors to issue shares or securities providing immediate or future access to the Company’s share capital, debt securities, with the preservation of shareholders’ preemptive subscription rights.
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Delegation of authority to the Board of Directors to issue shares and securities allowing access to share capital as compensation for in-kind contributions made to the Company outside of a takeover bid.
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Delegation of authority to the Board of Directors to issue shares and securities allowing access to share capital as compensation for in-kind contributions made to the Company during a public offering.
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Authorization granted to the Board of Directors to set the issuance price of shares or transferable securities providing immediate or future access to share capital, with the elimination of shareholder preemptive subscription rights, up to an annual limit of 10% of the share capital.
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Delegation of authority to the Board of Directors to proceed with the issuance of ordinary shares or transferable securities allowing access to share capital, up to an annual limit of 20% of the share capital, with the cancellation of shareholders’ preemptive subscription rights, through an offering as defined in paragraph II of Article L.411-2 of the French Monetary and Financial Code.
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Delegation of authority to the Board of Directors to increase share capital by issuing shares reserved for members of a company savings plan, with the cancellation of preemptive subscription rights for the benefit of those members.
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Overall ceiling for delegations, and
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Authority for formalities.
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The resolutions presented to the Assembly for approval resulted in the following outcomes:
With the agenda completed and no further requests to speak, the Chairman expressed gratitude to the shareholders and declared the meeting adjourned.
A record of the proceedings was created, read aloud, and then signed by the members of the Bureau.
Monsieur Frédéric Chesnais President
Mr. Philippe Mularski Secretary
Monsieur Louis Aubin Scrutineer
Mr. Paul-Hélie Magdalénat Scrutineer
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