The judicial resolution of a share transfer restores the transferor to their status as a shareholder by operation of law, with retroactive effect from the date of the summons. It does not matter that the company has not yet re-registered the shares in the company registers: the transferor may validly seek to have the resolutions […]
Category Archives: CORPORATE
CORPORATE
General meeting of a limited liability company: a capital increase adopted by a majority of 60% of the votes is null and void
11
Nov
Nov
For a French SARL (limited liability company) incorporated after the law of 2 August 2005, amendments to the articles of association must be decided by at least a two-thirds majority of the shares held by the partners present or represented. A clause in the articles of association setting a lower threshold (as in this case […]
CORPORATE, International
De Facto Companies and International Jurisdiction: The French Supreme Court Confirms the Jurisdiction of French Courts
22
Sep
Sep
Jurisdiction over the dissolution of companies, even when the company is a de facto company without legal personality, falls exclusively within the courts of the Member State where the company has its registered office, as determined under private international law rules. Under French law, in the absence of a statutory seat, one must identify the “real seat,” […]
CORPORATE
Dismissing a director in a french SAS: statutory rules and extra-statutory personal commitments of the partners
25
Jul
Jul
The Court of Cassation has clarified in two rulings the limits and links between statutory provisions and extra-statutory commitments regarding the dismissal of directors in french SAS companies. In SAS companies, the articles of association cannot be circumvented – but the partners may enter into additional commitments outside the articles of association and outside […]