TITLE I: Clearance sales, unpacking sales, sales on sale and factory outlet sales.

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Article L310-5

French Commercial codeIn force

Updated 7 Nov 2023

A fine of 15,000 euros shall be imposed:

1° Carrying out a liquidation without the prior declaration mentioned in article L. 310-1 or in disregard of the conditions laid down in that article;

2° Carrying out an unpacking sale without the declaration provided for by article L. 310-2 or in disregard of this declaration;

3° Conducting sales involving goods that have been held for less than one month at the start date of the sales period in question;

4° Using the word: solde (s) or its derivatives in cases where this use does not relate to a sales operation defined in I of l'article L. 310-3 ;

5° Using the name factory outlet or factory depot in disregard of the provisions of Article L. 310-4;

5° bis The failure of an exhibition centre to register or declare a programme of commercial events pursuant to the second paragraph of Article L. 762-1, or failing to declare changes to the programme covered by the initial annual declaration;

6° Organising a commercial event without the declaration provided for in the second paragraph of Article L. 762-2 or failing to comply with the conditions for holding the declared event.

Natural persons are also liable to the additional penalty of displaying or broadcasting the decision handed down, under the conditions laid down in Article 131-35 du code pénal.

For the offence referred to in 2° of this article, the public prosecution may be extinguished, including in the event of a repeat offence, under the conditions set out in articles 495-17 to 495-25 of the Code of Criminal Procedure, by the payment of a fixed fine of 200 euros. The amount of the reduced fixed fine is 150 euros and the amount of the increased fixed fine is 450 euros. The provisions of articles 495-20 and 495-21 of the same code relating to the requirement of a deposit prior to contesting the fixed fine are not applicable.

Mariela Petrova

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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

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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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