Any application by one or more heirs of a deceased partner for the preferential allocation to them of the shares of their author shall be notified to the company and to each of the partners in one of the forms provided for in Article R. 822-86. The terms of this award are governed by article R. 822-50 and, where applicable, by those of article R. 822-87.
When the period provided for in article R. 822-91, the rightful claimants of the deceased member have not exercised the option to transfer the shares of their author and if no prior consent to the preferential allocation has been given by the company, the company has six months to acquire or have acquired the shares of the deceased member. In the event of a dispute, the provisions of article 1843-4…
The transfer of shares shall be publicised in accordance with the provisions of Article 52 of Decree n° 78-704 of 3 July 1978. In the case provided for in the third paragraph of article R. 822-89, publication of the assignment is completed by filing, under the same conditions, two certified copies of the summons sent to the assignor, accompanied by proof of the summons or service of the summons.
If only one partner remains, he may, within a period of one year, transfer part of his shares to a third party entered on the list. Failing this, the company is dissolved on the date on which the period expires.
Companies of statutory auditors other than sociétés civiles professionnelles are subject to the provisions of subsections 1 and 3 of this section.
Sociétés d’exercice libéral à responsabilité limitée, à forme anonyme ou par actions simplifiées de commissaires aux comptes are governed by the provisions of Book II of this Code, subject to the provisions of sub-sections 1 and 3 of this section.
In addition to the documents mentioned in article R. 822-41 the application for registration submitted by a société d’exercice libéral shall be accompanied by a list of shareholders or partners who are not statutory auditors, specifying for each of them: surnames, forenames, domicile, profession as well as their functions in the company and the number of shares in the capital or corporate units that these shareholders or partners hold. The…
The shareholders’ meeting may only validly deliberate if at least three quarters of the shareholders are present or represented. If this quorum is not reached, the members shall be convened once again with the same agenda and the meeting shall deliberate validly if at least two members are present.
Subject to the provisions of loi n° 90-1258 du 31 décembre 1990 and this section imposing special majority conditions, decisions are taken by a majority of the votes held by the members present or represented. However, the Articles of Association may provide for a higher majority for all decisions or only for those they list.
Amendments to the Articles of Association and the extension of the company are decided by a majority of three quarters of the votes held by all members present or represented.
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is a Registered Trademark of
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182, rue de Rivoli
75001, Paris France
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is a Registered Trademark of
PETROFF LAW FIRM (SELARL LEGASTRAT)
182, rue de Rivoli
75001, Paris France
RCS Paris n°814433470
Paris Bar Registration n° (Toque) C2396
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