Drafting & negotiation of letters of intent
Drafting & negotiation of master investment agreements
Carrying out cash capital increases
Setting up shareholder current account agreements
Issuance of complex securities (OCA notes convertible into shares, ORA notes redeemable in shares, ABSA share purchase warrants, etc.)
Setting up companies, designation of directors and key executives
Drafting & negotiation of shareholders’ agreements between founding shareholders
Drafting & negotiation of shareholders’ agreements between founders and investors
Drafting & negotiation of the by-laws of the operating company and of the investment holding company

Mergers (upstream / downstream / simplified) and universal transfer of assets
Share capital increases / decreases
Share buy-back
Setting up of subsidiaries
Conversion of corporate forms
Dissolution-liquidation of commercial companies
Lease management, business management contracts
Tax management of distributions and equity transactions

Drafting & negotiation of letters of intent
Determination of the legal and tax constraints associated with transactions
Vendor due diligence (VDD) tax and legal
Due diligence (DD) tax and legal
Drafting & negotiation of ancillary agreements: TSA, service agreements, assignment of receivables, warranties, etc.
Drafting & negotiation of security agreements
Post-closing assistance
Enforcement of warranties post-acquisition
Monitoring over time of earn-out mechanisms

Determination of equity compensation tools
Introduction of equity instruments such as free-granted shares plans / BSPCE founder warrant plans
Introduction of liquidity conditions and determination of exit timetable
Conduct of duties
Determination of compensation arrangements
Tax and social security impacts for the company and the beneficiary
Structuring of post-departure period
Anticipation and management of legal consequences of “accidents” affecting the activity or wellbeing of the founder or founders

Management of day-to-day tax issues (corporate income tax / VAT / local taxes, etc.)
Securitization and structuring of one-off transactions
Assistance to foreign groups investing in France
Compliance of transfer pricing documentation
Taxation of groups in France and cross-border flows
Taxation of innovation and research
Sectorial taxation and incentives
Taxation of associations

Taxation of the entrepreneur as a shareholder
Taxation of the entrepreneur as real estate owner (division of property rights, non-trading real estate company, professional rental of furnished property, etc.)
Personal taxation (personal income tax / wealth tax)
Business transfers
Gift and inheritance taxes

Assistance to French or foreign taxpayers
Assistance with tax audits (tax inspection, examination of the personal tax situation of individuals, distance checks, estimated assessment procedure, etc.)
Assistance with filing of pre-litigation claims
Assistance and representation before the administrative, judicial and constitutional courts
Tax rulings (general and specific procedures)
Approvals (transfer of losses, roll-over regimes, etc.)
Tax raids under Art. L16 B of the Book of Tax Procedures
Regularization of bank accounts held abroad with the STDR tax office

Creation of companies and other groups (endowments / associations/ foundations)
Monitoring legal aspects of corporate life, corporate secretariat services
Experience in supporting foreign groups setting up in France
Commercial contracts
Commercial leases

Relations between minority / majority shareholders
Allocation of powers between directors / shareholders / others
Choice of corporate office and eligibility requirements
Appointment / removal of directors
Drafting / negotiation of non-competition / non-solicitation / exclusivity arrangements
Creation of management bodies required by the by-laws of SAS forms of companies
Organization of delegations of authority
Determination of good governance practices to be followed
Drafting of shareholders’ agreements, policies and charters
Implementation of shareholders’ agreements and by-laws