Section 3: Cooperative societies.

Subject to compliance with the rules of the Code of Medical Ethics, cooperative non-trading companies may be formed either between specialist doctors or between general practitioners, duly registered with the Medical Register, governed by articles 1832 et seq. of the Civil Code, law no. 47-1775 of 10 September 1947 on the status of cooperatives and the present section. Where it is stipulated in the Articles of Association that the share…

The articles of association of doctors’ cooperatives are drawn up either by a notarial deed or by a private document signed by all the founding members. Within one month of the formation of the cooperative, a copy of the articles of association drawn up by authenticated deed or an original of the articles of association drawn up by private deed is filed with the clerk of the judicial court at…

The exclusive purpose of doctors’ cooperatives is to facilitate the practice of their members’ profession by pooling all resources useful to that practice. Each member presents himself to the clientele under his own name. They practise their profession independently and under their own responsibility, and receive their fees in accordance with the provisions of the Code of Ethics.

The name of the cooperative must not include the name of any town, district, street or, in general, any proper name of a geographical nature. It must be followed by the words: “société civile coopérative de médecins”, completed, where applicable, by the words: “à capital variable”.

The shares are registered and indivisible with regard to the company. A register shall be kept at the registered office, which shall be listed and initialled by the judge of the judicial court, and in which the members’ subscriptions and the number of shares subscribed by each of them shall be recorded in chronological order.

Company shares are freely transferable between members. They may only be transferred to third parties with the consent of all the shareholders. If the transferee’s consent is refused, the shareholders are obliged, within six months, to acquire the shares or have them acquired at a price set by an expert, in the absence of agreement between the parties. Failing this, the transferring shareholder may carry out the transfer initially planned….

If a member is convicted of a criminal offence or is struck off the roll of doctors, he or she is automatically excluded from the cooperative. When the company has more than two members, the exclusion of a member may be decided by the other members acting unanimously if that member has committed a serious breach of the Articles of Association or the internal rules of the cooperative, or if…

A member who is excluded from the cooperative under the conditions set out in article R. 4131-16 or who withdraws from the cooperative is only entitled to the reimbursement of his contribution. If there are losses, the reimbursement is made only after deduction of the share of the member in the losses recorded by the inventory that preceded the retirement or exclusion.

Except in the event of the transfer of shares to a member or a third party, a member who ceases to be a member shall remain liable to third parties for the debts and commitments of the company contracted prior to his withdrawal, in accordance with the provisions of Article 1857 of the Civil Code, for a period of five years. For the application of the provisions of the previous…

The death of a shareholder does not in itself result in the dissolution of the company. However, the heirs and assigns of a deceased member may only claim remuneration for the contribution made by the deceased in the form of any interest stipulated in the Articles of Association, in accordance with article 14 of law no. 47-1775 of 10 September 1947 on the status of cooperative societies. They have a…