If shares are paid up by offsetting claims on the company, these claims are the subject of an account statement drawn up by the Board of Directors or the Management Board and certified as accurate by the statutory auditor.
The capital increase through the issue of shares to be subscribed for in cash is carried out, depending on the case, on the date of the depositary’s certificate or on the date of signature of the guarantee contract entered into under the conditions provided for in Article L. 225-145.
In the event of contributions in kind or the stipulation of special benefits, the contribution auditors are appointed and carry out their duties under the conditions set out in article R. 22-10-7. The provisions of article R. 22-10-8 are applicable in the case of contributions in kind. In the case of the issue of preference shares to designated shareholders, the contribution auditors referred to in article L. 228-15 are appointed…
For the application of I of article L. 225-147-1, the decision of the Board of Directors or the Management Board not to appoint a contributions auditor, and all documents relating to the description and valuation of the contributions, including a certificate stating that no new circumstances have arisen that would alter this valuation, shall be kept, at the address of the Company’s registered office and at the registry of the…
For the application, in accordance with article L. 225-181, the provisions of 3° of article L. 228-99 in order to protect the interests of beneficiaries of stock options, article R. 228-91 is applicable, subject to the provisions of this sub-section.
Without prejudice to the provisions of the first paragraph of article R. 228-91, when a company carries out a capital increase by capitalising reserves, profits or share premium and distributing bonus shares, the subscription or purchase price of the shares under option, as fixed prior to this operation, is adjusted by multiplying this price by the ratio between the number of old shares and the total number of old and…
In all the cases mentioned in articles R. 22-10-37, R. 225-139 and R. 228-91, the number of shares under option is adjusted so that the total subscription or purchase price remains constant. However, the adjusted number is rounded up to the nearest whole number.
The adjustment of the subscription price may never have the effect of reducing this price below the nominal value of the share.
In the event of a capital reduction motivated by losses, the subscription or purchase price of the shares under option, set prior to this operation, is adjusted by multiplying this price by the ratio between the number of old shares and the number of shares remaining after the reduction; in establishing this ratio, account is taken, where applicable, of the existence of several classes of old or new shares. The…
Without prejudice to the impact of the adjustments provided for in Articles R. 225-137 to R. 225-142 and R. 22-10-37, the total amount of options opened and not yet exercised may not give entitlement to subscribe for a number of shares exceeding one third of the share capital.
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is a Registered Trademark of
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182, rue de Rivoli
75001, Paris France
RCS Paris n°814433470
Paris Bar Registration n° (Toque) C2396
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is a Registered Trademark of
PETROFF LAW FIRM (SELARL LEGASTRAT)
182, rue de Rivoli
75001, Paris France
RCS Paris n°814433470
Paris Bar Registration n° (Toque) C2396
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