French Business Law - French Legislation

Article R228-8 of the French Commercial code

November 6, 2023

Registers of registered securities issued by a company shall be drawn up by that company or by a person authorised by it for that purpose. These registers may be kept chronologically on paper or on any other durable medium, in particular by means of a shared electronic recording device. In addition, files may be kept containing, in alphabetical order, the names and addresses of the holders of securities, together with…

Article R228-9 of the French Commercial code

November 6, 2023

The registers referred to in article R. 228-8 shall contain details of securities transfer and conversion transactions, and in particular: 1° The date of the transaction; 2° The surname, first names and domicile of the former and new holders of the securities, in the event of a transfer; 3° The surname, first names and domicile of the holder of the securities, in the event of the conversion of bearer securities…

Article R228-10 of the French Commercial code

November 6, 2023

For the application of the last sentence of the ninth paragraph of Article L. 228-1, the entry in the buyer’s account or in a shared electronic recording device is made on the date set by agreement between the parties and notified to the issuing company.

Article R228-11 of the French Commercial code

November 6, 2023

The sale by the company of shares that could not be allocated individually, as provided for in article L. 228-6, is preceded by the publication of a notice in two newspapers with national circulation; this notice gives notice to the holders of the rights to assert their rights within a period of one year and informs them that the company will proceed with the sale on expiry of this period….

Article R228-12 of the French Commercial code

November 6, 2023

The sale provided for in Article L. 228-6-1 of the equity securities that could not be allocated individually and corresponding to the rights forming fractional shares, as well as the distribution of the sums from this sale to the holders of the rights, shall take place within thirty days of the latest of the dates on which the whole number of equity securities allocated is recorded in the account of…

Article R228-14 of the French Commercial code

November 6, 2023

For the application of article L. 228-6-3, the sale shall take place upon expiry of a period of one year after publication in accordance with the conditions and procedures set out in article R. 228-11 if, during this period, the persons in whose name the registration was made or their successors in title have not been able to be reached by the notice referred to in article R. 228-11 sent…

Article R228-15 of the French Commercial code

November 6, 2023

In the event of the conversion of preference shares into shares resulting in a capital reduction not motivated by losses, the provisions of article R. 225-152 apply. A court decision rejects the objection or orders either the repayment of the claims or the provision of guarantees if the company offers any and if they are deemed sufficient. If the court of first instance upholds the objection, the conversion proceedings are…

Article R228-16 of the French Commercial code

November 6, 2023

The special meeting, ruling under the conditions provided for in Article L. 225-99 on matters submitted to it for approval, and composed of the holders of preference shares concerned, is convened in the same manner and is held no later than the same day as the General Meeting.

Article R228-17 of the French Commercial code

November 6, 2023

In the event of the issue of preference shares under the conditions provided for in article L. 228-12, the report of the Board of Directors or the Management Board shall indicate the characteristics of the preference shares and specify the impact of the transaction on the situation of holders of equity securities and securities giving access to the capital. It complies with the rules set out in articles R. 225-113…

Article R228-18 of the French Commercial code

November 6, 2023

The report of the Board of Directors or the Management Board to the Extraordinary General Meeting called to vote on the conversion provided for in articles L. 228-12, L. 228-14 and in the second paragraph of article L. 228-15 sets out the terms of the conversion, the methods for calculating the conversion ratio and the methods for carrying it out. It shall specify the impact of the transaction on the…

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French Commercial code

Article R228-8 of the French Commercial code

Article R228-9 of the French Commercial code

Article R228-10 of the French Commercial code

Article R228-11 of the French Commercial code

Article R228-12 of the French Commercial code

Article R228-14 of the French Commercial code

Article R228-15 of the French Commercial code

Article R228-16 of the French Commercial code

Article R228-17 of the French Commercial code

Article R228-18 of the French Commercial code

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French Commercial code

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