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;