Section 3: Shareholders' meetings.

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Article L225-124

French Commercial codeIn force

Updated 8 Nov 2023

Any share converted into a bearer share or transferred in ownership loses the double voting right allocated pursuant to articles L. 225-123 and L. 22-10-46. However, a transfer as a result of inheritance, the liquidation of community property between spouses or an inter vivos gift to a spouse or relative entitled to inherit does not result in the loss of the acquired right and does not interrupt the period mentioned in the first paragraph of article L. 225-123 and in article L. 22-10-46. The same applies, unless otherwise stipulated in the Articles of Association, in the event of a transfer following a merger or demerger of a shareholder company.

The merger or demerger of the company has no effect on the double voting rights that may be exercised within the beneficiary company or companies, if they benefit from them.

Double voting rights in third-party companies enjoyed by the absorbed company or the demerged company are maintained, in the event of a merger or demerger, in favour of the absorbing company or the company benefiting from the demerger or, as the case may be, in favour of the new company resulting from the merger or demerger transaction.

Mariela Petrova

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Common Questions

Working with a corporate lawyer in France — Q&A

Any time a strategic decision changes how the company is owned, governed or contractually bound — incorporation, fundraising, M&A, restructuring, shareholder agreements, or major commercial contracts. Earlier engagement always costs less than later remediation.

A notary (notaire) is a public officer who authenticates specific deeds (mainly real-estate transfers and certain family-law acts). A corporate lawyer (avocat) advises on strategy, negotiates and drafts company documents, and represents you in disputes. The two roles complement rather than overlap.

Yes — most of our clients are foreign suppliers, investors or holding entities. We bridge the gap between French law and your home jurisdiction's expectations and deliver everything bilingually.

The SAS (Société par Actions Simplifiée) is the default choice for most international structures: flexible governance, single shareholder allowed, no minimum capital, and works cleanly with foreign holding entities. We assess SARL, SA, SCI on the merits when the situation calls for it.

Yes — communications with a French avocat are protected by the secret professionnel (Article 66-5 of the Law of 31 December 1971). This protection is broader than the common-law attorney-client privilege and applies to written and oral exchanges.

We work on fixed fees for clearly scoped engagements (incorporation, contract drafting, audits) and on monthly retainers for ongoing advisory. Hourly billing is the exception, not the default. You always know the cost before work starts.

Typical timeline is 2–3 weeks from KYC kick-off to RCS registration, assuming standard documentation. Holding-company structures, foreign-shareholder identification or in-kind contributions can extend this — we flag the gating items at the first meeting.

Absolutely. We routinely coordinate with your in-house counsel, expert-comptable or notaire — pragmatic collaboration is the norm, not the exception. We send them everything they need to do their part without duplicating work.

Mariela Petrova

Mariela Petrova

Avocate au Barreau de Paris

Toque #C2396

15+ Years In Corporate Practice

English · French · Russian

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Communications protected by professional secrecy — secret professionnel de l'avocat, Article 66-5 of the Law of 31 December 1971.

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