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Article L225-197-4 of the French Commercial code

A special report informs the Ordinary General Meeting each year of the transactions carried out under the provisions of Articles L. 225-197-1 to L. 225-197-3. This report also gives an account of: the number and value of shares which, during the year and by virtue of the offices and functions held in the company, have been allocated free of charge to each of these officers by the company and by…

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Article L225-198 of the French Commercial code

Capital amortisation is carried out by virtue of a stipulation in the Articles of Association or a decision of the Extraordinary General Meeting and using distributable sums within the meaning of Article L. 232-11. This amortisation may only be carried out by means of an equal repayment on each share of the same class and does not result in a reduction in capital. Shares that have been fully amortised are…

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Article L225-200 of the French Commercial code

Where the capital is divided either into capital shares and fully or partially amortised shares, or into unequally amortised shares, the General Meeting of shareholders may decide, under the conditions required for amending the Articles of Association, to convert the fully or partially amortised shares into capital shares. To this end, it provides that a compulsory deduction will be made, up to the amortised amount of the shares to be…

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Article L225-201 of the French Commercial code

Shareholders may be authorised, under the same conditions, to pay the company the amortised amount of their shares, increased, where applicable, by the first dividend or the statutory interest for the period elapsed in the current financial year and, where applicable, for the previous financial year.

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Article L225-203 of the French Commercial code

The Board of Directors or the Management Board, as the case may be, shall make the necessary amendments to the clauses of the Articles of Association, insofar as these amendments correspond materially to the actual results of the operations provided for in Articles L. 225-200 and L. 225-201.

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Article L225-204 of the French Commercial code

A capital reduction is authorised or decided by the Extraordinary General Meeting, which may delegate to the Board of Directors or the Management Board, as the case may be, all powers to carry it out. Under no circumstances may it affect the equality of shareholders. A report drawn up by the statutory auditors, if any, on the proposed transaction shall be communicated to the company’s shareholders within a period set…

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Article L225-205 of the French Commercial code

When the meeting approves a proposed capital reduction not motivated by losses, the representative of the bondholders’ group and the creditors whose claims predate the date on which the minutes of the deliberations are filed with the registry may lodge an objection to the reduction, within the period set by decree in the Conseil d’Etat. A court decision rejects the objection or orders either the repayment of the claims or…

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