The constitution of a company goes through the drafting of a company contract (Bylaws). The partnership agreement required for its incorporation has 4 elements. Thus, the constitution of a company requires putting together the partners who make contributions to the company in order to participate in the results of the company and who testify to an affectio societatis.

The constitution of a company may require the presence of a minimum number of partners depending on the form of the company being formed. The partners of the company being formed may receive variable denominations associated in a limited liability company (SARL) or shareholders in a public limited company (SA). Each partner must make a contribution to the company being formed. In certain types of companies in the process of incorporation, the law requires the meeting of a minimum share capital (€ 37,000 for a public limited company and no minimum capital for SARL or SAS).

Contributions to the company being formed by the shareholders or shareholders may be contributions in cash, contributions in kind or contributions in industry.

The formation of a company requires that the partners or shareholders participate in the operating result. Each partner or shareholder of the company being formed must participate in the profit and contribute to the losses or debts.

Finally, the constitution of a company requires an affectio societatis or an intention to associate on the part of shareholders or partners.

The formation of a company must be followed by the drafting of articles of association as well as the completion of formalities in the Companies’ Register and Official Bulletin (BODACC) in particular.

The firm GRAHAM STORRAR constitutes and follows with you the life of your company.

Shareholders’ agreements such as joint stock companies (SA), limited partnerships, and simplified joint stock companies (SAS), is a written contract, modifiable by unanimous amendment, signed between the shareholders and the investors of a company, which supplements the bylaws of the company and which aims to guarantee the rights to the signatories and to define their engagements, according to the clauses which it contains. It must be respected by the shareholders of the company. The shareholders ‘agreement deals both with the organization of the control of the company by its directors / managers and its shareholders / partners and the different situations of exit from capital.

Equity transactions:

Capital increase per cash contribution;
Capital increase per in-kind contribution;
Employees capital increase ;
Capital reduction by reducing the face value of securities;
Capital reduction by reducing the number of securities;
Capital reduction by repurchase of securities by the company for cancellation;
“Accordion blow”;
Dissolutions, liquidations and company shares;
Dissolution without liquidation (TUP) – Crowdfunding;
Etc.

Corporate securities transactions:

Bond issuance;
Convertible bond issuance;
Prefered stock issuance;
Issue of share warrants;
Issuing warrants for business start-up shares;
Removing the preferential right to subscribe;
Stock options allocation;
Etc.

Trade fund transactions:

Sale of a trade fund:

The sale of commercial funds involves the sale of the universal property which consists of both tangible elements (furniture, equipment and tools, goods) and intangibles (customers, the right to lease, the commercial name, the sign or trade names, patents and trademarks, etc.).

It is highly recommended that you have a lawyer when transferring a trade fund. Indeed, the sale of such a property has important implications in financial, legal and tax matters. As the deed of surrender is also regulated, subject to substantive and formal requirements, it must mention a number of elements that need to be carefully analysed. The primary objective of GRAHAM STORRAR is to secure and optimize the divestment operation.

The firm GRAHAM STORRAR accompanies you throughout the procedure:

– Compromise of sale under suspensive conditions,
– Deed of sale of commercial funds,
– Guarantees (guarantee, seller’s lien, lender privilege)
– Sequester of the sale price,
– Managing creditors’ objections
– Hand raised registrations on the fund
– Formalities of delisting at the Commercial Court Registry and the Trades Directory
– …

In addition, the sale price of the donated fund is sequestered in the hands of a legal receiver, that of the Bar Association, which ensures optimal security of the fund’s price.

GRAHAM STORRAR assists and advises both landlords and renters in the negotiation and development of their commercial lease contracts. The firm brings its expertise to guide important clauses – such as those relating to rental expenses, work, rent revision – protecting you throughout your business activity.

GRAHAM STORRAR is also involved in commercial rents reviews and renewals.