Section 3: Shareholders' meetings.

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Article R225-86

French Commercial codeIn force

Updated 6 Nov 2023

The right to participate in General Meetings is evidenced by the registration of the shares in the name of the shareholder, on the day of the General Meeting, in the registered share accounts held by the company or in a shared electronic registration system. However, the Company may, by special provision in its Articles of Association, decide that proof of the right to take part in General Meetings shall be provided by the registration of the shares in the same accounts or in a shared electronic recording system by midnight (Paris time) on the second working day preceding the General Meeting.

A shareholder who has already cast a postal vote or sent a proxy may sell all or some of his shares at any time. In the event of a transfer of ownership occurring before the day of the meeting or the date set by the Articles of Association in application of the last sentence of the first paragraph, and unless there are specific provisions in the Articles of Association, the Company shall, before the start of the meeting, invalidate or amend accordingly the vote cast by remote voting or the proxy of that shareholder.

>Shareholders who have already cast a remote vote or sent a proxy may transfer all or part of their shares at any time.
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

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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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