Matis structures and offers clubdeals dedicated to investments in contemporary art. The company identifies strong trends in the art market to invest in works by the most important artists of the 20th century. Through the issuance of convertible bonds into shares, Matis allows private investors to co-invest in acquisition opportunities usually reserved for art market professionals. The company has a license issued by the Financial Markets Authority, enabling it to offer its investment opportunities throughout Europe. Matis also works with art galleries specializing in the targeted artists, to whom it entrusts the acquired works for resale, aiming for a non-guaranteed target horizon of 2 years.

A club deal is a method of collective financing where several private investors raise funds to finance a large-scale project. It can be a stock market, real estate, or artistic operation. In art, the club deal is specific to a given work and relies on a dedicatedl egal structure. The investment can be made through the acquisition of shares or bonds. In Matis' case, the instruments used are convertible bonds into shares. Investors can realize a capital gain (not guaranteed) on the resale of the work, targeting a horizon of two years.

Investing in contemporary art carries a risk of financial loss and illiquidity if we are unable to sell our work at a fair market value.

Investing in our club deals implies acceptance of these risks by our investors.

We target an investment horizon ranging from 6 to 36 months for our various works. 80% of the works on our market are sold within two years after their consignment in a gallery, and we anticipate selling our works within this timeframe. However, the sale of our works depends on the interest of collectors, and we cannot commit to a specific sale horizon. In case of failure to sell within 5 years, your securities can be converted at a 1:1 rate by a simple majority decision of the bond holders. This mechanism allows for the re-appropriation of the work and forces its sale at auction, but it is not a guarantee of liquidity.

The artistic movements targeted by Matis are as follows:

- Modern art, created by artists from the first half of the 20th century;

- Contemporary art, created by artists after 1945.

These two artistic movements account for nearly 80% of the global art market exchanges. In its acquisition strategy, Matis thus prioritizes works created by emblematic artists of the 20th century due to the dominance of these two artistic trends, a guarantee of liquidity and dynamism in the art market.

The non-fungible token (NFT) is a certificate behind which a digital work is authenticated via the NFT. Matis does not intend to invest in digital works as they represent a recent trend in the art market, emerging from the 1990s. Instead, Matis proposes to invest in physical works, created by major 20th-century artists, recognized by museum institutions, purchased by collectors, and promoted by international galleries.Their artistic production spans the 20th century, and it is possible to precisely measure the volume and evolution of the sale/resale value of their works over several decades, beyond ephemeral trends.

Matis proposes to invest in works by major 20th-century artists, recognized by the world's leading museums, promoted by leading galleries, and with a broad collector base worldwide. These are so-called "blue chip" artists, whose work value often exceeds hundreds of thousands of euros, making them hardly accessible to most investors. Among the targeted artists, we can cite Yayoi Kusama, Andy Warhol, Yves Klein, or François-Xavier Lalanne. These artists have profoundly marked the history of art; their available works on the market are diminishing while their value increases, creating a scarcity effect.

Matis defines the major current and future trends of the art market and focuses its analysis on the 100 most fundamental artists of the 20th century. Matis then sources its works from art market professionals, such as galleries, dealers, and auction companies.Through this privileged network, our team identifies works we consider undervalued and acquire them. The works are selected for their ability to be quickly resold through major international galleries, specialists in the concerned artist, within a target horizon of two years, and are purchased only after validation by an acquisition committee.

Matis consigns its works to leading galleries, specialists in the concerned artist, capable of promoting the work and valuing it to resell it under the best market conditions. Matis thus collaborates with the world's leading modern and contemporary art galleries (in Europe, the United States, Asia, and the Middle East).

Artworks selected by Matis for investment are insured from their acquisition to their sale, against theft or destruction.

To invest in a Matis club deal, you must create an account on the investment space app.matis.club by following this procedure:

• If you have a referral code: enter the code directly on this page and follow the different steps;
• If you do not have a referral code: complete this entry form on this page to obtain a referral code.

After your registration, an appointment will be proposed with a member of our sales team, after which you will have direct online access to all information about our various open club deals.

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You can then invest in one or more Matis club deals directly from your online space, after submitting your identity documents and completing an adequacy test. You can fund your investor account by bank transfer or credit card, validate your investment order, and sign your subscription form. Subscribing to a Matis club deal results in the acquisition of convertible bonds into shares.

After your subscription, you will be regularly informed of news concerning your investment, on topics such as:

• the transportation and valuation of the work;
• the consignment date of the work to our partner galleries;
• the exhibition of the work at contemporary art fairs and other artistic events.

Once the work is resold, within a target horizon of two years, the invested amounts and the profit made on the resale of the work (not guaranteed) will be directly transferred to your Matis payment account. You can choose to transfer these funds directly to your bank account or reinvest them in another club deal.

Investment in our club deals is open to individuals or legal entities, French tax residents or not. However, Matis reserves the right to refuse certain subscribers if certain customer knowledge or fund traceability elements are not deemed sufficient by our teams, in view of our regulatory obligations.

The simplified joint stock company holding the artwork issues convertible bonds into shares.

Matis uses a non-conversion premium mechanism to transfer the capital gain issued from the sale of the work by the holding to our investors, limiting the tax impact of this gain.

A stock setup would have been possible but would have led to a double taxation system that we wanted to avoid. This setup has been validated by a law firm, which advises us on this subject.

Matis is remunerated only from its investor clients and at the time of investment.

Entrance fees divided as follows will be applied to each investment:

• commission fees of 5% of the amount invested for providing the order reception and transmission service
• commission fees of 5% of the amount invested for the provision of the investment service

Matis is also remunerated in case of profit realized on a club deal, amounting to 20% of the performance amount.

All Internal Rates of Return* and target returns indicated in our documentation are net of all these fees.

*The Internal Rate of Return (IRR) measures the profitability of an investment over a given period. It takes into account the evolution of the value of shares and distributed capital gains over the period, as well as subscription and management fees supported by the investor.

Club deals offered by Matis are accessible from an investment of € 20,000, and these conditions are identical for all our investors.

The convertible bonds into shares offered by Matis are subject to the tax regime of securities. Capital gains are thus subject to a flat tax of 30% for individuals, (17.2% in case of exemption), and taxed on corporate income tax or income tax in the case of certain subscriptions for civil companies choosing this tax regime.

These investments are not included in the taxable base of the IFI (French Wealth Tax).

Our online space app.matis.club, accessible with a personal username and password, allows you to perform the following actions:

• View all open club deals;
• Fund your wallet to invest in our open club deals;
• Sign your subscription form at the end of your investment;
• View all the club deals you have invested in and the news regarding these investments.

There are numerous ways to create a Matis investor account on app.matis.club :

• 1) You can be invited to create credentials by a financial and/or wealth advisor partner of Matis. In this case, we invite you to directly approach your advisor.
• 2) If you are not assisted by an advisor, two options are available for creating your Matis investor account:

• If you have a referral code: an existing Matis member has shared their co-optation code with you. You need to enter it on the page “https://app.matis.club/en/users/cooptation_code/new” to create your investor account.
• If you do not have a referral code: we invite you to complete this preliminary form to be subsequently invited to create a Matis investor account.

After defining your username and password, you will be invited to schedule an appointment in the agenda of one of our sales managers. Once this appointment is completed, you will have access to all the information regarding our current club deals. To invest directly on the platform and fund your payment account, you will need to complete a suitability test directly in your investment space.

Your payment account can be funded either by credit card or bank transfer.

To do this, go to the "My Account" section of the Menu available at the top right of the site app.matis.club, then click on the "Credit" button.

For bank transfer funding, we will provide you with the information related to your personal account opened with our partner Lemonway. This account is your own and you are the only one who can manage it.

For credit card funding, you must enter the amount to be credited and you will then be redirected to our partner's payment page.

The funding time varies according to the method:

• Credit card: immediate validation, you will receive confirmation of the successful receipt of funds within seconds after the payment step.
• Bank transfer: validation of payment receipt is subject to standard banking delays and can take several days.

These delays may also be affected by additional checks carried out as part of our internal controls, especially for large amounts.

If you notice significant delays, you can write to us at invest@matis.club attaching a copy of your transfer order.

The electronic signature of your subscription forms allows for a completely dematerialized investment process.

If you do not receive a code by SMS within 30 to 45 seconds after ticking the box "I have read and accept the document", click on the "Resend" button next to the message "You did not receive the SMS".

The problem may persist if you have insufficient mobile network coverage. In this case, you have the option to download the file in .pdf format, sign it manually, and return it to us by email at invest@matis.club.

If you are having trouble logging in, you can perform the following checks:

- Is the email address used the one on which you received the email confirming your email address (Subject: "Verification of your email address")?

- Is your password correctly entered by clicking on the eye on the right side of the field where it is entered ?

If you have forgotten your password, simply click on the "forgotten password" link to receive an email with a unique link that will allow you to set a new password.

If the problem persists, you can write to us at invest@matis.club.

You can change your Matis website access password from the "Settings" page of the menu accessible at the top right of the page.

Within the "My Investments" section on app.matis.club, displaying each of your subscriptions, a "See more" button is available.

This allows you to track this investment. On this page, you will find the different news in the "Updates" section, all the financial flows linked to this subscription, the details of the repayment when the artwork has been resold, and all the documents related to this subscription.

When you are logged in on app.matis.club, you can access the list of your investments in the "My Investments" section.

On this page, you will find key figures of your activity on Matis (total amount of your investments, amount of your realized capital gains, the number of pending shares) as well as the list of your subscriptions (current, reimbursed, or canceled).

To date, we do not have a Matis mobile app, but our website and our investment space are fully adapted for mobile use.

You will find all the features offered by our site on your mobile phone or tablet.

Our technical team works daily to improve the services offered to you.

If you encounter difficulties, or if you wish to provide us with feedback, please do not hesitate to contact our team at invest@matis.club.

In the app.matis.club space, each investor (both individuals and legal entities) has a personal payment account.

What is a payment account?

It is a virtual wallet (or Wallet) that allows you to manage your subscriptions and reimbursements more simply.

What is the purpose of the payment account?

• Fund your account to anticipate your investments;
• Receive reimbursements when the artworks are resold;
• Make withdrawals from this account to your bank account.

What are its advantages?

• Being able to directly reinvest available funds following a reimbursement;
• Having a real-time view of your account balance;
• Avoiding any transaction errors.

You do not need to specify a particular label for bank transfers.

This account, of which you are the holder, is domiciled with Lemonway. Lemonway is a payment service provider authorized by the Prudential Control and Resolution Authority to hold French Payment Accounts — in France.

Learn more about the Lemonway GTC by clicking on this link. 

Matis offers you the possibility to invest in our club deals through a corporate entity. However, it can only be created from an existing "individual" account.

To do this, you need to add it from the "My Profile" section on your online space app.matis.club, located in the menu at the top right, then by clicking on the "Add an account" button.

You will need to provide:

• An identity document of the legal representative;
• The latest statutes signed and certified as conforming to the original;
• A Kbis of less than 3 months;
• An extract from the register of effective beneficiaries;
• The register of effective beneficiaries (available on www.infogreffe.fr).

The identity document of the effective beneficiaries of the corporate entity (people holding more than 25% of the capital).

Once this account is created and validated, you will have the possibility to invest with this corporate entity.