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Article L214-89 of the French Monetary and Financial Code

Partners may only be held liable if the société civile or the société d’épargne forestière has previously been unsuccessfully sued. Each member is liable to third parties on the basis of his share in the capital, up to a limit of twice the amount of that share. The articles of association of the société civile or société d’épargne forestière may provide that the liability of each member is limited to…

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Article L214-90 of the French Monetary and Financial Code

In the event of the personal bankruptcy, liquidation, receivership or safeguard of one of the members of a société civile or a société d’épargne forestière whose shares have been offered to the public, the offer to sell the member’s shares shall be entered in the company register referred to in Article L. 214-93. The provisions of this article do not apply to the public offers referred to in 1° of…

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Article L214-91 of the French Monetary and Financial Code

In the case of contributions in kind and the stipulation of special benefits for the benefit of associates or non-associates, a contribution auditor is appointed by court order, at the request of the founders or one of them, or of the management company. This auditor assesses the value of the contributions in kind and any special benefits. His report, appended to the draft articles of association, is made available to…

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Article L214-93 of the French Monetary and Financial Code

I. – Buy and sell orders are recorded in a register kept at the company’s registered office, failing which they are null and void. The execution price results from the matching of bid and offer. It is established and published by the management company at the end of each order registration period. All transactions give rise to an entry in the register of shareholders, which is deemed to constitute the…

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Article L214-94 of the French Monetary and Financial Code

The subscription price of the units is determined on the basis of the reconstitution value defined in article L. 214-109. Any difference between the subscription price and the reconstitution value of the units in excess of 10% must be justified by the management company and notified to the Autorité des marchés financiers under conditions set by order of the Minister responsible for the economy.

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Article L214-95 of the French Monetary and Financial Code

After hearing the auditors’ report, the Management Company proposes to the General Meeting either a reduction in the unit price, provided that it is not reduced by more than 30%, or the partial or total sale of the assets. Such disposals are deemed to meet the conditions set out in Article L. 214-114. The reports of the management company, the statutory auditors and the draft resolutions of the General Meeting…

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Article L214-96 of the French Monetary and Financial Code

All subscriptions are recorded in a subscription form drawn up in accordance with conditions laid down by decree. At least one quarter of the nominal value of shares subscribed for in cash must be paid up at the time of subscription and, where applicable, the full amount of the issue premium. The remainder must be paid up in one or more instalments within five years of subscription. No new shares…

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Article L214-97 of the French Monetary and Financial Code

Except in the case of inheritance, liquidation of community property between spouses, or transfer either to a spouse or to an ascendant or descendant, the transfer of shares to a third party, in any capacity whatsoever, may be subject to the Company’s approval by means of a clause in the Articles of Association. If an approval clause is stipulated, the Company must be notified of the request for approval, stating…

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Article L214-98 of the French Monetary and Financial Code

Non-trading property investment companies and forestry savings companies are managed by a management company referred to in article L. 532-9 of the French Monetary and Financial Code. The management company of non-trading property investment companies and forestry savings companies is appointed in the articles of association or by the general meeting by a majority of the votes held by the shareholders present or represented. The management company, regardless of how…

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