Chapter II: The European Economic Interest Grouping.

European economic interest groupings registered in France in the Trade and Companies Register have legal personality as soon as they are registered.

European economic interest groupings have a civil or commercial nature depending on their purpose. Registration does not carry a presumption that a grouping is commercial.

The rights of the members of the grouping may not be represented by negotiable securities.

Collective decisions of the European Economic Interest Grouping shall be taken by the meeting of the members of the Grouping. However, the Statutes may stipulate that these decisions, or some of them, may be taken in the form of written consultation.

The manager or managers of a European Economic Interest Grouping are liable, individually or jointly and severally as the case may be, to the grouping or to third parties, either for infringements of the legislative or regulatory provisions applicable to the grouping, or for breaches of the Articles of Association, or for their mismanagement. If several managing partners have cooperated in the same acts, the court shall determine the contributory…

A legal entity may be appointed manager of a European Economic Interest Grouping. When appointed, it is required to designate a permanent representative who incurs the same civil and criminal liability as if he were a manager in his own name, without prejudice to the joint and several liability of the legal person he represents.

The provisions of the preceding chapter applicable to economic interest groupings under French law relating to accounting obligations, auditing of accounts and liquidation are applicable to European economic interest groupings.

Any company or association, any economic interest grouping may be transformed into a European economic interest grouping without giving rise to dissolution or the creation of a new legal entity. A European economic interest grouping may be transformed into an economic interest grouping under French law or a general partnership, without giving rise to dissolution or the creation of a new legal entity.

The nullity of the European Economic Interest Grouping and of its acts or deliberations may result only from the infringement of the mandatory provisions of Regulation No 2137-85 of 25 July 1985 of the Council of the European Communities, or of the provisions of this chapter or of one of the causes of nullity of contracts in general. An action for nullity is extinguished when the cause of nullity has…

The use in dealings with third parties of all deeds, letters, notes and similar documents which do not include the particulars relating to the European Economic Interest Grouping prescribed in Article 25 of Council Regulation (EEC) No 2137/85 of 25 July 1985 on the establishment of a European Economic Interest Grouping (EEIG) may be subject to an injunction, where appropriate subject to a penalty payment, under the conditions provided for…