Chapter IV: Common provisions

The transfer of shares is enforceable against the company and third parties under the conditions set out in Article 1865 of the Civil Code.

If the reserves constituted by undistributed profits or capital gains due to the members’ industry so permit, the share capital shall be increased periodically, in accordance with the conditions set out in the Articles of Association. The shares thus created are allocated to the members, including those who have contributed only their industry, in accordance with the criteria for the distribution of profits set out in article R. 814-123. The…

When a member intends to withdraw from the company pursuant to article 21 of law no. 66-879 of 29 November 1966, it shall notify the company of its decision by registered letter with acknowledgement of receipt. Within six months of this notification, the company is required to notify the shareholder, in the same manner, of either a proposed sale of his shares to one or more shareholders or to a…

The withdrawal of a member who has contributed exclusively his industry is notified to the company by registered letter with acknowledgement of receipt. It takes effect on the date indicated by the member or, failing this, on the date of this notification. However, the Articles of Association may provide that the withdrawal will not take effect until the expiry of a period, which may not exceed six months from the…

A member holding company shares may, provided that he informs the company by registered letter with acknowledgement of receipt, cease the professional activity that he pursues within this company before the end of the procedure for the sale or repurchase of his shares. Where applicable, he must comply with the deadline set by the Articles of Association, which may not exceed six months from the date of notification of cessation…

With effect from the cessation of his activity, a partner loses the rights attached to his status as a partner, with the exception, however, of remuneration relating to capital contributions and his share, if any, in the capital, reserves and capital gains; he ceases on the same date to be subject to the incompatibilities and prohibitions attached to his status as a partner.

The company may be subject to disciplinary proceedings independently of those brought against the partners.

A partner who is subject to a definitive disciplinary measure involving a sanction equal to or greater than three months’ disqualification may be forced, by the unanimous vote of the other partners, to withdraw from the company. A partner who is provisionally suspended pursuant to Article L. 811-13 or L. 814-4 may, at the end of a period of one year from the date of the suspension decision, if the…

A member who is temporarily banned or provisionally suspended may not engage in any professional activity for the duration of the ban or suspension, but during the same period retains his status as a member with all the rights and obligations arising therefrom, with the exception of his entitlement to professional profits.