Commercial and Corporate Law Department

Advising, Supporting, Defending

Business law

  • Creation of legal bodies (choice of business location, choice of corporate form, drafting of articles of association, partnership agreements, formalities).

  • Contracts (drafting and negotiating commercial contracts and pre-contracts, general terms and conditions of sale, services, general terms and conditions of use, etc.).

  • Drafting and negotiation of commercial cooperation agreements, distribution contracts, concessions, supply contracts, agency or franchise contracts, mandates, contractual support for photovoltaic and biomass projects.

  • Commercial leases.

  • Transfer of business.

  • Non profit entity law

  • Intellectual property law.


Company law

  • Company secretarial services
  • Preparation, execution and monitoring of all corporate transactions (boards, meetings, dissolutions, conversions). Keeping legal registers: share movements and meetings
  • Drafting of intra-group agreements: treasury agreements, Intra-group formalization of provision of services.
  • Drafting of restructuring documentation.

Mergers and acquisitions

  • Disposals – Transfers – Share deals & Asset Deals
  • Preparatory agreements (confidentiality agreements, letter of intent, MOU, TS, HOT,  etc.).
  • Legal, tax and social due diligence (buyer or seller).
  • Organisation of data room.
  • Drafting and negotiating SPA.
  • Asset and liability warranties, non-competition, variable payments.
  • Management packages (BCE, BSA, free shares, etc.).
  • Organisation of power within structures and distribution of financial rights (shareholders’ agreements, share classes).
  • Setting up leverage financing and legal and tax structures / LBO – LMBO.

Reorganisations – equity transactions, refinancing & private equity

  • Mergers, partial contributions of assets, demergers.
  • Pre-or post-deal reorganisation (mergers, contributions and reorganisation of contractual relations, delegation of powers, intra-group contracts), simplification of structures.
  • Outsourcing.
  • Combination operations (joint subsidiaries and joint ventures).
  • Organisation of family shareholding, family agreements.
  • Legal and tax aspects of business transfer schemes.
  • Capital increases/reductions, amortisation.
  • Issuing securities, compounds, preference shares, bonds, etc.
  • Setting up bank financing / refinancing.
  • Cash flow agreements.
  • Reorganisation of company capital.
  • Setting up guarantees for the benefit of lenders.
  • Support for private equity transactions.


  • Corporate tax management (taxable income, local taxation, VAT status) and tax consolidation (intra-group transfers and invoicing, overall taxable income, tax consolidation agreements).

  • Tax assistance and structuring for acquisitions, tax due diligence, tax analysis of acquisitions.

  • Contract taxation (VAT, registration duty).

  • International taxation, transfer pricing (documentation, tax audits), taxation of flows (dividends, interest), localisation of intangibles, cross-border restructuring.

  • Relations with tax authorities (including approval files).

  • Tax audits and litigation.

  • Local taxation (CFE, CVAE, property tax).

  • Property taxation.

  • Transfer taxation (Dutreil, etc).


  • Pre-employment analysis.

  • Conclusion and amendment of employment contracts.

  • Remuneration: salaries and employee savings schemes.

  • Termination of employment contracts.

  • Elections and operation of staff representative bodies.

  • Restructuring.

  • Social audit.

  • Length and organisation of working hours.

  • Collective bargaining.

  • Individual and collective disputes.

  • Urssaf inspection, social security and supplementary social protection.

  • Secondment and impatriation


  • Upstream procedures (ad hoc and conciliation mandates).

  • Judicial procedures: accelerated safeguard, accelerated financial safeguard, safeguard, receivership and judicial liquidation.

  • Takeover of a company in difficulty: sale plan as part of a court-ordered recovery, purchase of assets as part of a court-ordered liquidation.

  • Assisting companies and their directors in their dealings with the insolvency authorities, the court and the public prosecutor.

  • Assisting managers or shareholders in their negotiations with the company’s main creditors and potential investors.

  • Renegotiating debt.

  • Drafting memoranda of understanding, safeguard plans and continuation plans.


  • Risk mapping (audits, procedure guides and targeted ad hoc reviews).

  • Handling and effective management of your commercial, corporate, shareholder or partner, post-acquisition and labour disputes.

  • Litigation relating to insolvency proceedings (liability actions or actions for sanctions against directors, actions to extend insolvency proceedings).


  • creation of social structures (charitable foundations and other forms, associations, endowment funds, trade unions, cooperatives, mutual societies, etc.),

  • tax advice upstream and downstream of the creation of organisations.

  • monitoring of day-to-day operations.

    analysis, implementation and full support for reorganisation, restructuring and development strategies.

  • restructuring operations: groupings, pooling, mergers, demergers, partial transfers of assets, etc.

  • sectorisation or spinning-off of commercial activities.

  • legal, tax and social audits.

  • management of employer-employee-volunteer relations.

  • relations with local authorities, the State and government departments.

  • drafting contracts tailored to the characteristics of not-for-profit organisations (partnerships,  consortiums, loans for use, provision of services, etc.).

  • managing internal conflicts and specific legal disputes.

  • management of tax, administrative and social security disputes.

  • dissolution and amicable liquidation.

  • insolvency proceedings.

  • sponsorship and patronage.

  • support for corporate, family and individual philanthropic projects.

  • advice and support for social entrepreneurs during the creation and development of their projects.