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Company law is giving way to company law. Indeed, recent legislative developments lead to a clearer and clearer distinction between partner and investor, as well as between listed companies and unlisted companies.
For example, the decree of December 11, 2006 , the objective of which is to modernize commercial company law, enacts specific provisions for listed companies. Furthermore, the distinction between partner and investor has been taken into account through several reforms. Indeed, since the implementation of the order of June 24, 2004, companies can issue preferred shares without voting rights. However, the shareholders acquiring such shares are above all investors, simple financial backers and not true partners. The implications of such a finding are numerous.
However, the legislator does not formally distinguish between real investors and partners. It is obvious that the suppression of the right to vote of certain shareholders without drawing the necessary overall legal consequences does not contribute to the clarity of company law.
Consequently, a fundamental reform of company law is necessary. In particular, special regimes should be created according to the category of partner in order to prevent the apparent legal unity of the concept of partner from continuing to generate adverse effects in case law.
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Law firm of Maître DAMY , lawyer at the bar of Nice: Corporate Law.
