Corporate Law

Organizing the management of their subsidiaries in France is a major concern for both French and foreign corporate groups.
Appointing senior executives to positions such as president or managing director partially addresses this issue. However, it does not always meet the challenges of day-to-day management, especially when the designated legal representative is distant from the place of operations.

The purpose of this article is to provide a practical overview of the principles governing the liability of corporate officers and the companies they represent, as well as the conditions for the validity of the delegations of authority they grant.

The 7th Choose France Summit, held on May 13, 2024, brought together nearly 200 foreign business leaders of 40 different nationalities. 56 foreign investment projects were announced, representing a total of €15 billion and 10,000 jobs.

Created in 2018 by President Emmanuel Macron, Choose France aims at highlighting the importance of international investment and presenting to international companies the reforms carried out by the French Government to promote economic growth on its territory.

In three rulings issued on November 29, 2023, published in the Information Bulletin and Annual Report of the Cour de cassation (French Supreme Court), the Commercial Chamber of said Court reversed it case law on the requirements governing the assumption of pre-incorporation contracts.

In so doing, the Commercial Chamber wished to put an end to the undesirable effects caused by parties wishing to evade their commitments, which results in the weakening of companies during the start phase of their business activities and of third-party contracting parties who have not debtor to turn to in the event of cancellation of the relevant contract(s).

France offers many advantages for businesses, in particular thanks to its central location in Europe, the 2nd largest market in the world, a well-trained workforce and one of the highest hourly productivity rates, an advantageous tax system, as well as an appreciable environmental protection.

The French Government has set up rules to screen foreign investments. This screening has not prevented a significant number of foreign projects from being authorized in 2022.

The French Government has recently been encouraging foreign investments in the industrial and green sectors.

In today’s digital age, transfers of websites, in particular merchant websites, are on the rise.

The question of the legal nature of this type of transfer was of course raised. In this respect, the recognition of the existence of an e-business and, consequently, the application of the formalities relating to the transfer of “classic” businesses to this type of transfer are no longer a matter of debate.

However, some specificities relating to the transfer of e-businesses should be dealt with cautiously, in particular with regard to the items to be transferred and the protection of personal data.

In a judgment handed down on November 22, 2022, the Court of Justice of the European Union held that the provision according to which information on the beneficial owners of companies should be accessible in all cases to any member of the general public was invalid, as it considered that such open access constituted a serious interference with fundamental rights enshrined in the Charter of Fundamental Rights of the European Union.

In a press release dated January 19, 2023, Mr. Bruno Le Maire, Minister of the Economy, Finance, Industrial and Digital Sovereignty, decided “to maintain the general public’s access to the data recorded in the register of beneficial owners until proper conclusions regarding the judgment of the Court of Justice of the European Union are reached”.