Business Law
The Business Law department assists and advises French and foreign Small and Medium-sized Enterprises, notably in the following areas :
Company Law and Business transfer
Company formation
- Determination of the corporate form the most suitable to the company needs, the intended operation and the situation of the shareholders and executives.
- Monitoring of legal secretary of the companies.
Group of companies
- Determination of the suitable structural framework and restructuring : merger, partial transfer of assets, division, transfer of all assets and liabilities (« TUP »), contribution, dissolution, liquidation, etc.
- Intragroup agreements : management fees, cash management, etc.
Merger, acquisition, transfers and capital partnerships :
- Operations of acquisition and transfer of shares from listed and non-listed companies, LBO, MBO, venture capital and private equity :
- operations and negotiations,
- operations of due diligence,
- deed of assignment, representations and warranties, shareholders’ agreements.
- Operation funding:
- Issuance of single or compound securities : bonds, bonds convertible into shares, bonds with share warrants, etc.,
- Senior bank debt.
Commercial law
Operations on business capital
- Transfer / Acquisition,
- Contribution,
- Leasing income.
Operations on business and operation premises
- Commercial lease, sublease and related contracts : negotiation and drafting, key money, purpose of the premises, etc.,
- Follow-up on the commercial lease : despecialization, renewal, rents, etc…,
- Real estate leasing.
Contract law
Commercial contracts
- General terms and conditions of sale and purchase,
- Commercial negotiations : framework contract, implementation contracts,
- Distribution contracts (exclusive, selective, etc.), franchise contracts (pre-contractual information document, etc.), listing contracts,
- Commercial agent, commission, mandate, out-sourcing, etc.,
- IT contracts : drafting and negotiation (specific softwares, technological migrations, licenses, etc.),
- Intellectual property contracts : transfer of rights, licenses, etc.
Corporate and individual taxation
The Tax department assists and advises French and foreign clients, notably in the following areas :
Corporate taxation
- Corporate tax,
- Restructurings,
- Audit and tax form review,
- VAT,
- Direct local taxes (CVAE, CFE)
Individual taxation
- Income tax,
- Real estate assets tax (ISF/IFI),
- Patrimonial engineering.
Tax litigation
- Assistance in tax inspection (pre-litigation step),
- Assistance in front of the Commission, Administrative Court and the Administrative Court of Appeal.
International Taxation
- Restructurings,
- Transfer price,
- Optimisation of the tax management of group of companies.
Litigation
The judicial department takes over all litigations related to the business world, notably in the following areas :
Commercial Law
- Actions in unfair competition and counterfeit,
- Commercial agency law, franchise contracts, etc.,
- Commercial lease litigations,
- Sudden termination of an established business relationship,
- Litigation between shareholders.
Banking and Financial Law
- Banking responsibility (breach of duty of advice and information in financial or real estate investment),
- Enforcement proceedings.
New Technologies Law
- Litigations arising from information migrations or systems changes, implementation of software packages, etc.,
- E-commerce litigations, etc.,
- Issues related to domain names, natural or paid referencing,
- All litigation arising from the implementation of an IT contract.
Collective Insolvency Proceedings
- Assistance to companies and their executives in the prevention of difficulties (ad hoc mandate, conciliation) and collective insolvency proceedings (judicial safeguard, restructuring and liquidation proceedings, etc.),
- Monitoring of the relationships with the insolvency practitioners, judicial representatives, Courts, shareholders, creditors (banking institutions, suppliers, etc.),
- Preparation and negotiation of capital-based or financial retructurings (settlement agreements, safeguard/restructuring plan), disposal plans and continuation plans.