French Commercial code
In forceA limited liability company, which has appointed a statutory auditor and whose accounts for the last three financial years of twelve months have been regularly approved by the members, may issue registered bonds provided that it does not make a public offer of these bonds or that it makes an offer mentioned in 1° of Article L. 411-2 of the Monetary and Financial Code.
The issue of bonds is decided by the general meeting of shareholders in accordance with the provisions applicable to general meetings of shareholders. These securities are subject to the provisions applicable to bonds issued by joint stock companies, with the exception of those set out in articles L. 228-39 to L. 228-43 and L. 228-51.
Failure to comply with any of the conditions laid down in the preceding paragraphs is punishable by the nullity of contracts entered into or bonds issued.
On pain of nullity of the guarantee, a limited liability company is prohibited from guaranteeing an issue of securities, except if the issue is made by a regional development company or if it is a bond issue benefiting from the subsidiary guarantee of the State.
