[ESTABLISHING A BUSINESS ENTITY IN FRANCE] 195
DECISION MAKING IF SINGLE SHAREHOLDER
Scope of competence
N/A
Collective decisions of the shareholders are replaced by the decision of the sole shareholder.
Collective decisions of the shareholders are replaced by the decision of the sole shareholder.
N/A
The sole shareholder alone has to make the following decisions:
The sole shareholder alone has to make the following decisions:
approval of the accounts and allocation of the profits, appointment of the statutory auditors (if required; see more details below), appointment and removal of the manager, any decision resulting in an amendment of the articles of association (increase or reduction in the capital, issue of securities, merger, de-merger or partial contribution, transformation into another form),
approval of the accounts and allocation of the profits, appointment of the statutory auditors, appointment and revocation of the president , any decision resulting in an amendment of the articles of association (increase or reduction in the capital, issue of securities, merger, de-merger or partial contribution, transformation into another form),
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winding-up of the Company.
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winding-up of the Company.
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SHARE TRANSFER
Restrictions on share transfer
N/A
• freely transferable unless otherwise provided by the articles of association
• freely transferable to other shareholders unless otherwise provided by the articles of association • requirements for transfer to third parties: consent of a simple majority of shareholders, and those shareholders must represent at least 1/2 of the issued shares (unless a higher majority is provided in the articles of association)
• procedure freely set by the articles of association • shareholders may opt for a lock-up clause (maximum ten years), pre-emption clause or squeeze-out clause • those clauses require the unanimity of shareholders
ILN Corporate Group – Establishing a Business Entity Series
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