Chapter IV: Governance system

Articles in this section · 19

Article R354-2

French Insurance CodeIn force

Updated 7 Nov 2023

I.-The risk management system referred to in Article L. 354-2 comprises the strategies, processes and information procedures needed to identify, measure, monitor, manage and report, on an ongoing basis, the risks, at individual and aggregate levels, to which undertakings are or could be exposed, as well as the interdependencies between these risks.

This system shall be integrated into the organisational structure and decision-making procedures of the undertaking and duly taken into account by the persons who effectively run the undertaking or who are responsible for the key functions referred to in Article L. 354-1.

It covers the risks to be taken into account in calculating the Solvency Capital Requirement in accordance with Article R. 352-2 , as well as risks which are not, or not fully, included in this calculation.

It covers, as a minimum, underwriting and provisioning, asset-liability management, investments, in particular in financial futures, liquidity and concentration risk management, operational risk management as well as reinsurance and other risk mitigation techniques. These areas are also specified in the written policies referred to in Article L. 354-1.

II - When insurance or reinsurance undertakings apply the equalisation adjustment referred to in Article R. 351-4 or the volatility adjustment referred to in Article R. 351-6, they draw up a liquidity plan including a forecast of incoming and outgoing cash flows with respect to the assets and liabilities subject to these adjustments and corrections.

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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