Commercial and Companies

Cass. civ. 3rd, 6 June 2024, no. 23-10.526 Must the creditor of an SCI sue the company before the partners have sold their shares in order to be able to sue the partners for repayment? This was the question addressed by the Third Civil Chamber of the Court of...

Implications and Clarifications for the first time, the Court of Cassation explicitly recognizes that a company – but the solution certainly applies to all legal persons – can invoke moral damage. Court of Cassation's Recognition of Moral Damage for Legal Persons:-...

Economic Challenges and Solutions The ongoing Covid-19 outbreak in France has presented an unprecedented health crisis, leading to significant economic challenges for businesses across the country.   Economic challenges and solutions amid the Covid-19 outbreak:-...

Financial Challenges Crisis The ongoing health crisis has forced the government to take immediate action to alleviate the challenges facing businesses, including by offering simplified conditions for insolvency proceedings. Insolvency proceedings under simplified...

Ensuring compliance with the  obligation to file annual accounts: legal consequences and  enforcement measures According to article L 123-12 of the Commercial Code, it is compulsory for all traders to draw up annual accounts at the end of the financial year. With...

Thomas Cook bankruptcy  The collapse of Thomas Cook: implications and support for  affected travelers On Monday, September 23, 2019, the famous travel giant, Thomas Cook , declared bankruptcy, bringing its business operations to a complete halt. Unable to raise the...

The legislator left great freedom to the drafters of the articles of association to define which decisions must be taken by the shareholders' association and which decisions can be taken by any other body of the SAS . Flexibility in SAS governance Article L. 227-9 of...

 Located at the heart of current economic and social issues, and propelled to the rank of central discipline of business law by the economic and financial crisis that has shaken the country for more than five years now, the law of companies in difficulty is, almost as...

The works council as an intermediary The works council through which a trip has been organized with a tour operator is not itself a travel agency. Consequently, he is not subject to the same obligations as the latter. This was ruled by the Court of Cassation in a...

Digital tax complianceSince October 1, 2011, companies have been required to pay their corporation tax electronically if their turnover exceeds 230,000 euros excluding tax. In addition, companies subject to corporation tax are required to telepay their  tax debts  ....

Share valuation dynamics This new decision relating to the valuation of the  shares   of a partner in a professional non-trading company hardly deserves  comment  . Evaluation of Actions in a Professional Civil Society : The Force of the Texts:- A recent decision...

Your content goes here. Edit or remove this text inline or in the module Content settings. You can also style every aspect of this content in the module Design settings and even apply custom CSS to this text in the module Advanced settings. Recently, several cases of...

Simplification measures for the trade and companies register :- Simplification of the register The decree of July 31, 2012 introduced several simplification measures concerning the formalities completed in the trade and companies register and its keeping. These...

The Court of Cassation recalls that from the date of his appointment, the new manager is authorized to represent the legal person in all acts of the criminal proceedings followed against him, regardless of whether this appointment has not yet been published in the...

Jurisdiction of the liquidator: jurisdiction and limits The case revolves around a situation where a Société Civile Immobilière (SCI) sells one of its buildings, but the buyer delays registering the price. In addition  , the manager of the SCI is placed in judicial...

To anticipate unpaid bills, it is always advisable to include a clause relating to late payment interest to make them run as soon as possible. As part of a share transfer operation, the transferor has sued the transferee in order to obtain the balance of the...

When the contributed activity is dependent on other ancillary activities, it does not constitute an independent branch of activity, likely to benefit from the partial asset contribution regime. A Company contributed to another company, on the one hand, its activity of...

The Court of Cassation refuses to consider, with regard to the sale of computers online, that the sale of a computer with pre-installed software constitutes an unfair commercial practice , since the customer has the possibility of acquiring on a website linked this...

Nullity of acts amending the statutes of commercial companies Under the terms of Article L. 235-1 of the  Commercial Code  , the nullity of an act modifying the statutes of a commercial company can only be found if there is an express provision of the Commercial Code...

This judgment of rejection will attract attention, on the one hand, in that it relates to the regularity of the lessee's registration in the RCS required by Article L. 145-1 of the Commercial Code and, on the other hand, on the other hand, because he is interested in...

In a corporate group , the entities  that make up  the group are legal persons that retain their legal independence from each other. Furthermore, it is important to note that the group as a whole does not have legal personality. Accordingly, the principle of the...

When employees work illegally on Sundays and two companies carry out a similar activity near a third, the latter has a legitimate interest in putting an end to this situation.Indeed, the breach of equality between them creates a prejudice.However, in terms of trade,...

Auto-entrepreneur : the status is attractive… but  presents  certain risks that it is better to know before starting. What are the pitfalls to avoid and  the possible remedies  ? Operating costs : Operating expenses are not deducted on the basis of the costs actually...

Disasters caused by man are on the increase… and under the pressure of public opinion, the law and justice increasingly and severely penalize companies that pollute . WATER : The Erika trial made it possible for the first time to see individuals, local authorities and...

If the decision made by the over-indebtedness commission does not satisfy you, it is possible to contest it.   What can be disputed? Each stage of the over-indebtedness procedure may be the subject of a dispute: it may be the inadmissibility of the request, in...

Sometimes you want to cancel an IOU . The acknowledgment of debts being a legal act, is it  possible  ? How to try to obtain its cancellation? Yes, if there is a defect of consent The  acknowledgment  of debts being a legal act, the consent of the debtor must be free...

Debt release! It is during the  judicial liquidation  procedure that the question of the future of professional debts arises. A liquidator will then take care of the administration of the goods and their sale to settle the debts and reimburse the creditors. Even if...

The drafting of the commercial lease is an important moment for both the lessee and the lessor. Thanks to the lawyer's act, the two parties secure very specific points which could prove to be contentious, such as the inventory or the termination of the lease.  ...

There are various aid schemes for an unemployed person who wishes to set up his own business: exemption from social charges, support scheme, aid from Pôle Emploi or partial maintenance of allowances… To be able to benefit from it, certain conditions must be met:...

Creating a company is a process that can be cumbersome and complex. To commit only part of your assets, the EIRL is a good solution.   Since January 2011, there is a new status for the company: the sole proprietorship with limited liability (EIRL). Previously,...

Depending on the type of activity, one may want to set up his business from home. Is it legal? Do you have to meet certain conditions? Can this be advantageous? Yes, temporarily It is possible for an individual entrepreneur or a company manager to install the...

You want to start a business but lack expertise, experience, capital? A partner may be the solution. Provided you take the usual precautions:   Reasons for taking on a partner:   It is important to join forces when looking for additional skills (management,...

In a public limited company, the shareholders establish a shareholders' pact which organizes the life of the company and its management. A certain number of clauses make it possible to optimize coordination between the shareholders, in particular concerning the...

The transfer of shares requires a certain number of guarantees, both for the purchaser and for the transferor. The lawyer's deed allows both parties to protect themselves against any disputes that may arise after the assignment. The importance of the spouse: The...

The transferee is not required to inform the transferor either of negotiations aimed at the acquisition by a third party of other securities of the same company or of those which he conducts himself with this third party with a view to transferring or bringing to him...

The misuse of corporate assets is an offense under the legislation on commercial companies. Consequently, the reference text is not the Criminal Code but the Commercial Code which, in an entire title devoted to criminal provisions, is equivalent to a real Criminal...

The existence of private economic powers is indisputable. Private governance is based on the existence of private economic powers. The power of certain companies, linked to the phenomena of concentration, makes them more powerful than certain States. This power is a...

Community co-legislators struggled for more than thirty years to harmonize company law within the European Union. Their ambitions were scaled back after the failure of each negotiation. This was the case for the European company but also for the European cooperative...

THE QUESTION Company law may be giving way to company law. Indeed, recent legislative developments lead to a clearer and clearer distinction between partner, shareholder and investor, as well as between listed and unlisted companies. This economic reality has been...

Community co-legislators have struggled for more than thirty years to harmonize company law within the European Union. Their ambitions were scaled back after each failed negotiation .This was the case for the European company but also for the European cooperative...

Difficulties raised by takeovers of companies carrying out a banking activity in 2022.   Company law, when defining the notion of control , provides a number of thresholds. Banking law, in article 2 of Regulation n° 96-16 of 20/12/1996, refers to the acquisition...