Subsection 1: Professional non-trading companies

If the deed transferring the company shares is drawn up under private deed, as many originals as are necessary to provide each party with a copy and to comply with the provisions of article R. 422-28. In addition, one of the originals of the private deed, or a copy of the deed transferring the shares if it is in the form of a notarial deed, and any deed amending the…

When a partner intends to withdraw from the company, he shall notify the company of his decision by registered letter with acknowledgement of receipt. The company has six months from this notification to notify the partner, in the same form, of a plan to sell his shares to a partner or to a third party registered on the list of industrial property attorneys or meeting the conditions for registration on…

If a member has been struck off, pursuant to section 5 of this chapter, for a period of six months or more, he may be excluded from the company by a decision taken by a majority of the other members. The excluded member has a period of six months, from the date on which he is notified of this decision by registered letter with acknowledgement of receipt, to sell his…

The shares of a partner permanently struck off the national list of industrial property attorneys are transferred under the conditions determined in Article R. 422-33.

The number of partners may be increased during the existence of the company with or without an increase in the share capital.

Any partner who receives for valuable consideration or free of charge a right to present a clientele transferred by a third party is obliged to contribute the enjoyment of that right to the company, on condition that the company creates and delivers to the partner the new shares corresponding to this additional contribution.

If the reserves constituted by undistributed profits or capital gains due to the members’ industry so permit, the share capital is periodically increased. The shares created for this purpose are distributed among all the members, including those who have contributed only their industry. However, the Articles of Association may provide for the cases and conditions in which a member may be excluded from the allocation of shares newly created in…

The decision to extend the company must immediately be brought to the attention of the Director General of the Institut national de la propriété industrielle, accompanied either by a copy of the full minutes of the meeting, or by the deed from which the extension results, consisting of one of the originals if this deed is in private agreement, or of a copy if it has been drawn up in…

In the event of amendment of the Articles of Association, a copy of the full minutes of the meeting or the amending deed consisting of one of the originals if it is in private document form, or a copy if it has been drawn up in notarial form, shall be sent within two months to the Director General of the National Institute of Industrial Property and to the President of…

The early dissolution of the company may only be decided by at least three quarters of the members. The provisions of articles 8 to 16 of decree n° 78-704 of 3 July 1978 are applicable. A copy of the deed appointing the liquidator shall be sent by the liquidator to the Director General of the Institut national de la propriété industrielle and to the President of the compagnie des conseils…