OUR COMMITMENT

CORPORATE – BUSINESS ACTIVITIES

AVENS work focuses on the following areas:

CORPORATE

CREATION OF A COMPANY

  • Constitution of companies and other entities: choice of structure, drafting of statutes, management and oversight of constitution formalities
  • Consulting on the status of directors: fiscal and social status, combined employment and corporate office
  • Implementation of agreements between shareholders and statutory/extra-statutory agents: negotiation and drafting of shareholder agreements, pre-emption, non-dilution, inalienability, tag-along rights, forced selling, agreements to sell, liquidity, change in majority, governance, etc.)
  • Balance sheet assessment and consulting in individual tax matters for the director

LIFE OF THE COMPANY/ RESTRUCTURING

Assistance with the company’s every-day legal matters

  • Preparation and drafting of invitations and related documentation for annual general meetings, meetings of the executive board, management board, supervisory board or any other executive or supervisory entity for day-to-day business: approval of accounts and regulated agreements, management of company mandates;
  • Statutory changes, corporate governance oversight
  • Management and oversight of legal formalities

Special transactions, restructuring, mergers and acquisitions

  • Capital increases, fundraising, re-capitalisations
  • Share offerings to directors, employees or third parties (securities allowing access to share capital, stock options, restricted stocks, BSPCE, share purchase warrants, etc.);
  • Company restructuring
  • Capital reductions
  • Creation of subsidiaries and holdings:
  • Leveraged buy-outs, leveraged management buy-outs, etc.
  • Full transfers of assets;
  • Merger operations (drafting of treaty, oversight of merger proceedings and disclosure formalities, naming of asset transfer and merger auditors, client assistance in dealings with asset transfer auditors in defining the merger exchange ratio)
  • Transfer, acquisition or contribution of assets;
  • Transfer or acquisition of subsidiaries: negotiation and drafting of deeds, warranty agreements, and shareholder agreements in cases of partial acquisition
  • Partial transfer of assets;
  • Management of social repercussions
  • Management of fiscal repercussions.

DISPOSAL OF A COMPANY

  • Block sales, overall transfers;
  • Negotiation and drafting of warranty agreements;
  • Negotiation and drafting of shareholder agreements in the event of partial disposal;
  • Management of social repercussions;
  • Management of fiscal repercussions;
  • Asset disposal;
BUSINESS ACTIVITIES

Commercial leases

  • Help in negotiating key clauses (price, entrance fees, key money, price indexation, guarantees, authorised activities, derogations, duration of lease, etc.)
  • Drafting of commercial lease agreement
  • Drafting of notices or requests for renewal
  • Help in renewing commercial leases (approvals, rejections, eviction indemnities)
  • Representation in litigation (renewal prices, removing ceilings, expertise, disturbance of peaceful possession, peaceful possession guarantees, etc.)

 

Asset purchase/disposal, management leases

AVENS assists its clients throughout the process of purchasing or disposing of assets and in the implementation of management leases:

  • Auditing material elements (equipment, furniture, tools, merchandise, inventory, etc.) and immaterial elements (clientele, logo, trade name, leasehold rights, employment contracts, insurance and publishing contracts, logo, literary, artistic and industrial property rights, official authorisations, domain names, etc.)
  • Help in informing employees beforehand,
  • Negotiation and drafting of the deed of sale,
  • Organising meeting to sign,
  • Handling of administrative formalities (BODACC publication, tax returns, and, where required, prior declarations for municipal authorities)
  • Management leases
  • Negotiation and drafting of management lease agreements
  • Help in negotiating key clauses in the management lease agreement (authorised activities, leasing income, non-compete clause, lessee costs, etc.)
  • Help in implementing a management lease as a method of divestiture (inclusion of a preliminary agreement)
  • Representation (as plaintiff or defendant) in management lease litigation (leasing income claims, compliance with contract terms, disturbance of peaceful possession, etc.)

An expert team of lawyers mobilized
to advise and defend you.


LET’S MEET

01 40 67 87 67

13 rue la Fayette
75009 Paris