Paragraph 2: Sales and transfers of shares

Company shares are freely transferable between members unless otherwise provided for in the Articles of Association. They may only be transferred to third parties with the consent of the company expressed under the conditions set out in article 19 of law no. 66-879 of 29 November 1966 relating to professional non-trading companies.

If a shareholder decides to transfer shares to a third party outside the company, the proposed transfer of shares shall be notified to the company and to each of the shareholders either by registered letter with acknowledgement of receipt, or in one of the forms provided for in Article 1690 of the Civil Code. Within two months of the transferor notifying the company of the proposed transfer, the company shall…

If the company refuses to agree to the transfer, it has a period of six months from the date of notification of its refusal to notify the member, in one of the forms provided for in the first paragraph of Article R. 4381-53, of the proposed transfer or repurchase of his shares, which constitutes a commitment on the part of the transferee or the company. If the price proposed for…

Articles R. 4381-52 to R. 4381-54 also apply to the free transfer of all or part of a member’s shares by one of the members.

When a partner intends to withdraw from the company pursuant to article 21 of law no. 66-879 of 29 November 1966 relating to non-trading professional companies, he shall notify the company of his decision in one of the forms provided for in the first paragraph of article R. 4381-53. The company has a period of six months from the date of this notification to notify the member, in the same…

A member who is definitively banned from practising his profession as a result of a final decision has a period of six months in which to sell his shares under the conditions set out in articles R. 4381-52 to R. 4381-55. This period begins on the date on which the decision becomes final. If no sale has been made by the end of this period, the company shall proceed with…

Subject to the rules governing the protection and representation of adults subject to a legal protection measure, the provisions of article R. 4381-57 apply to the transfer of the shares of a member who is legally prohibited or subject to a legal protection measure with representation.

The period provided for by the second paragraph of article 24 of law no. 66-879 of 29 November 1966 relating to professional non-trading companies for the transfer of the shares of a deceased partner is set at one year from the date of the partner’s death. It may be renewed by the Director General of the Regional Health Agency at the request of the heirs of the deceased partner and…

If, during the period provided for in article R. 4381-59, the successor(ies) decide(s) to transfer their author’s shares to a third party outside the company, this will be done in accordance with the provisions of the second paragraph of article R. 4381-52 and articles R. 4381-53 and R. 4381-54. During the same period, if the company, the surviving members or one or more of them agree, in agreement with the…

Any application by one or more heirs of a deceased member for the preferential allocation to them of the shares of the deceased member shall be notified to the company and to each of the members in one of the forms provided for in the first paragraph of Article R. 4381-53.