French Business Law - French Legislation

Article R225-142 of the French Commercial code

November 6, 2023

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…

Article R225-143 of the French Commercial code

November 6, 2023

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.

Article R225-144 of the French Commercial code

November 6, 2023

The Board of Directors or the Management Board, as the case may be, shall indicate in the report provided for in Article L. 225-177 the reasons for granting options to subscribe for or purchase shares and the proposed terms for setting the subscription or purchase price. The names of any beneficiaries of the options and the number of shares to which the options relate may not be specified. The statutory…

Article R225-145 of the French Commercial code

November 6, 2023

Capital increases made necessary by the exercise of stock options are carried out without publication of the notice provided for in Article R. 225-120 and the notice provided for in article R. 225-124 and without the information provided for in 6° and 7° of Article R. 225-128 appearing on subscription forms. Articles R. 225-129 to R. 225-135, R. 22-10-35 and R. 22-10-36 are not applicable. The amendments to the Articles…

Article R225-146 of the French Commercial code

November 6, 2023

Sums deducted from company profits pursuant to the second paragraph of article L. 225-200 are recorded in a reserve account. The same applies to sums paid by shareholders pursuant to article L. 225-201. When the shares are unequally amortised, a reserve account is opened for each of the equally amortised classes of shares.

Article R225-147 of the French Commercial code

November 6, 2023

When the amount of a reserve account provided for in the first paragraph of Article R. 225-146 is equal to the amortised amount of the shares or the corresponding class of shares, the amortised shares shall be converted into capital shares and the company’s Articles of Association shall be amended in accordance with the provisions of Article L. 225-203.

Article R225-148 of the French Commercial code

November 6, 2023

When the conversion of amortised shares into capital shares has been carried out under the conditions provided for in Article L. 225-201, no later than the end of each financial year, the Articles of Association shall be amended to reflect any conversions of shares carried out during that financial year.

Article R225-149 of the French Commercial code

November 6, 2023

Fully or partially amortised shares whose conversion into capital shares has been decided are entitled, for each financial year, and until such conversion is completed, to the first dividend or interest in lieu thereof calculated on the amount, at the close of the previous financial year, of the reserve account provided for in the first paragraph of Article R. 225-146. In addition, partially amortised shares continue to benefit from the…

Article R225-150 of the French Commercial code

November 6, 2023

At least fifteen days before the General Meeting called to vote on the proposed transaction pursuant to Articles L. 225-204 or L. 22-10-62, the company shall send to the shareholders or make available to them under the conditions provided for in articles R. 225-88 and R. 225-89 the statutory auditors’ report on this transaction.

Article R225-151 of the French Commercial code

November 6, 2023

For the purposes of determining the ceiling provided for in Article L. 22-10-62, the General Meeting shall set the maximum number of shares that may be acquired and the maximum amount of the transaction. The General Meeting shall also set the maximum number of shares that may be acquired and the maximum amount of the transaction.

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French Commercial code

Article R225-142 of the French Commercial code

Article R225-143 of the French Commercial code

Article R225-144 of the French Commercial code

Article R225-145 of the French Commercial code

Article R225-146 of the French Commercial code

Article R225-147 of the French Commercial code

Article R225-148 of the French Commercial code

Article R225-149 of the French Commercial code

Article R225-150 of the French Commercial code

Article R225-151 of the French Commercial code

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French Commercial code

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