French General Partnership ("SNC")

Duties of the managers (“gérant”) of a French General Partnership (“SNC”) The managers (“gérants”) of a French General Partnership (“SNC”) have the duty to manage the company in compliance with its corporate interests and French laws. In the event of violation of their duties, and depending on the circumstances, they may incur civil, criminal or tax liability. Civil liability of the managers of a French General Partnership to third parties…

Limitations on the powers of the managers of a French General Partnership which may result from its bylaws The bylaws of a French General Partnership may include limitations on the powers of its managers (“gérants”) (French Commercial Code, art. L 221-4, para. 1). Such limitations of powers may prohibit the managers from undertaking commitments on behalf of the General Partnership beyond certain financial or strategic thresholds, without the prior authorization…

The term of office of a manager (“gérant”) of a SNC is determined either in the bylaws of the General Partnership or in the decision taken by the partners appointing the manager. In the absence of specific provision regarding duration, the manager may remain in office indefinitely, unless he/she is  dismissed or resigns from office. Dismissal of a manager (“gérant”) from a French General Partnership by the partners of the…

What is a French general partnership (“société en nom collectif” or “SNC”)? The French equivalent of General Partnership is called a “société en nom collectif” or “SNC”. It is a commercial company by definition of the law, regardless of whether the activity it carries is of commercial or civil nature. It has legal personality. The French General Partnership (“SNC”) is characterized by strong intuitus personae, which means that the personality…

How are the managers (“gérants”) of a French General Partnership (“SNC”) appointed? The managers (“gérants“) of a SNC may be appointed: in the bylaws of the SNC by a separate resolution of the members of the SNC If no managers have been appointed in the bylaws of the SNC or by a subsequent resolution of the members, then all members of the General Partnership are deemed to be managers. Indeed,…