French Commercial code
In forceWhen the company, within two years of its registration, acquires an asset belonging to a shareholder and whose value is at least equal to one tenth of the share capital, a commissioner, responsible for assessing, under his responsibility, the value of this asset, shall be appointed by court decision, at the request of the chairman of the board of directors or the management board, as the case may be. This commissioner is subject to the incompatibilities set out in article L. 822-11-3, without prejudice to the possibility of being appointed to carry out the duties set out in articles L. 225-8, L. 225-131, L. 225-147, L. 228-15 and L. 228-39.
The statutory auditor's report is made available to the shareholders. The Ordinary General Meeting decides on the valuation of the asset, failing which the acquisition is null and void. The seller does not have the right to vote either for himself or as a proxy.
The provisions of this article shall not apply where the acquisition is made on the stock exchange, under the supervision of a judicial authority or as part of the company's ordinary operations and concluded on normal terms.
