Strategic Lawering Paris Lyon Bruxelles

Corporate Law

Published at 27 February 2019
Author : Chems Idrissi
E-newsletter: February 2019
Published on April 25, 2018, Proposal for a Directive of the European Parliament and of the Council amending Directive (EU) 2017/1132 as regards cross-border conversions, mergers and divisions has the objective to “provide specific and comprehensive procedures for cross-border conversions, divisions and mergers to foster cross-border mobility in the EU while, at the same time, offering company stakeholders [i.e. employees, creditors and shareholders] adequate protection in order to safeguard the fairness of the Single Market.” This article provides an overview of the contemplated procedures.
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Published at 30 January 2019
Author : Emilie Yildiz
E-newsletter: January 2019
In a previous article published in October 2018, we addressed the bill on business growth and transformation, known as the “PACTE Bill” in French, and commented the provisions concerning the increase of the thresholds applicable for the appointment of statutory auditors and the end of the compulsory appointment of statutory auditors in certain types of companies. The National Assembly has passed an amendment to the Bill and adopted it in first reading. The new version of the Bill allots a new task to statutory auditors: The performance of a legal audit of small companies.
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Published at 29 December 2018
Author : Chems Idrissi
Category : Corporate Law
E-newsletter: December 2018
The Bill on business growth and transformation, known as the “PACTE Bill” in French, aims at eliminating barriers to business growth through the diversification of financing modes while protecting companies that conduct so-called “strategic” activities. The wide range of contemplated measures includes the creation of a clear legal regime governing initial coin offerings (“ICOs”) and the improvement and strengthening of sanctions in case of non-compliance with the rules applicable to foreign investments in France. The PACTE Bill was adopted at first reading by the National Assembly on October 9, 2018 and will be discussed by the Senate in January 2019.
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Published at 30 November 2018
Author : Emilie Yildiz
Category : Corporate Law
E-newsletter: November 2018
For several years, the judgments of the European Court of Justice have constantly challenged certain provisions of the French General Tax Code relating to groups’ tax consolidation system. And for a good reason: The various regimes existing within the European Union restrict the freedom of establishment and none of the reasons given by the Member States to justify such restriction is acceptable to the Advocate General of the Court. The draft finance bill for 2019 therefore provides for several important measures to bring the French tax consolidation system into line with European Union law on a long-standing basis.
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Published at 31 October 2018
Category : Corporate Law
E-newsletter: October 2018
The Bill on business growth and transformation and the Bill for the modernization of business transfers are important items on the Minister of Economy and Finance’s end-of-year agenda. While one Bill is promoted by the government and the other by the Parliament, both aim at simplifying the internal operation of companies. This article focuses on two measures intended to remedy the shortcoming of previously implemented schemes that have been sometimes contested.
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Published at 30 May 2018
Author : Chems Idrissi
Category : Corporate Law
E-newsletter: May 2018
Unlisted companies and legal entities required to be incorporated with the Register of Trade and Companies (RCS) and headquartered in France (in particular branches of foreign corporations established in France) have recently come under the obligation to disclose to the clerk of the Commercial Court the identity of their beneficial owner(s) as well as the way in which he/she/they exercise(s) control over the relevant company or entity. Decree n°2018-284 of April 18, 2018 (finally!) specifies what is precisely meant by “beneficial owner (s)”.
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Published at 28 February 2018
Author : Chems Idrissi
Category : Corporate Law
E-newsletter: February 2018
The 2018 Finance Act introduces changes to the tax treatment of free shares (Attributions Gratuites d'Actions or “AGA” under French law.) This provides the opportunity to review the applicable legal and tax regimes.
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Published at 30 January 2018
Author : Chems Idrissi
Category : Corporate Law
E-newsletter: January 2018
The 2018 Finance Act introduces changes to the tax treatment of Bons de Souscription de Parts de Créateur d'Entreprise (company founder share warrants, i.e. security giving access to share capital reserved for employees or executives of new companies, commonly referred to as “BSPCEs”). This provides the opportunity to review the legal and tax regimes applicable to BSPCEs.
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Published at 29 November 2017
Author : Chems Idrissi
Category : Corporate Law
E-newsletter: November 2017
Since August 1, 2017, unlisted companies and legal entities required to be incorporated with the Register of Trade and Companies and based in France (in particular foreign corporations with an establishment in France) have the obligation to file with the clerk of the Commercial Court a document that sets forth identification data on their beneficial owner(s), his/her/their personal place of residence as well as the way in which he/she/they exercise(s) control over the relevant company or entity. This document must be produced in support of the registration application. Companies that meet these criteria and that were already incorporated as of August 1, 2017 must comply with this obligation by April 1, 2018 at the latest.
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Published at 30 August 2017
Category : Corporate Law
E-newsletter: July / August 2017
In the wake of the large-scale program launched in France in 2013 to simplify the regulatory framework applicable to businesses, Decree n°2017-932 of May 10, 2017 introducing various simplification measures for businesses has streamlined the formalities that foreign companies must carry out to invest in France. This simplification must not, however, mask the French government’s intention to maintain an effective screening of foreign investments in so-called sensitive sectors deemed crucial to France’s national interests in terms of public order, public security and national defense.
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