69 articles in this category
The data room gathers all the documents the buyer will review during due diligence. Typical structure, sections, tools, access management and the link with the representations and warranties to secure and speed up the sale.
Tax consolidation lets an acquisition holding offset the interest on its acquisition debt against the target's result. The 95% conditions, the tax leverage and the limit of the Charasse rule, explained by our firm.
A real-estate OBO means selling your premises to an SCI you control, financed by a loan, to free up cash while keeping the asset. Steps, tax cost and precautions against abuse of law.
Chartered accountant, lawyer, notary, sale adviser: who does what in a company transfer, how to coordinate the team, when to involve each one and what it costs to secure the operation.
Financing capacity, letter of intent, experience, motivation, guarantees: the grid of eight criteria to tell a serious buyer from a candidate who will waste your time, and the order in which to check them.
Vendor due diligence (VDD) is a seller-led tax and accounting review conducted before any buyer enters the data room. In a French business sale, it protects the sale price, limits the scope of representations and warranties (garantie d'actif et de passif), and keeps the seller in control of the financial narrative.
An earn-out bridges the valuation gap between seller and buyer, but a poorly structured clause creates three risks: unanticipated taxation, post-closing accounting manipulation, and a calculation dispute that can last years. Complete analysis by Cabinet Hayot Expertise, Paris.
Before signing a Letter of Intent on a French target, a buyer should validate 20 financial points: adjusted EBITDA, net debt, normative working capital, off-balance items, latent tax. The pre-LOI checklist for 2026.
A practical 2026 guide to French acquisition debt, holding structures, OBOs and management buy-outs for SME buyers, with bank criteria and tax structuring.
An earn-out theoretically aligns seller and buyer on the target's future performance. In practice, a poorly drafted clause is a litigation source: manipulable indicators, contested management scope, unfavourable taxation. A French CPA's playbook on building a balanced earn-out: robust indicators and 2026 tax watchpoints.
Buying out an operating shareholder — a disagreeing co-founder, a retiring director, an exiting manager-shareholder — is not an asset deal. Here is the methodical, defensible pricing framework, fiscally optimised and financially sustainable for the company.
Before signing a letter of intent (LOI) to acquire a French SME, twenty financial checks must be completed: adjusted EBITDA, normalised working capital, net debt, off-balance-sheet commitments, latent tax exposure, customer concentration. A French CPA's playbook with actionable checklist and 2026 watchpoints.
Transaction Services (TS) sit at the heart of every serious M&A process, yet remain opaque for many business owners approaching their first deal. This article explains what TS teams actually deliver — Quality of Earnings, normalised working capital, net debt analysis, and pricing mechanisms — and when to engage them, on the buy side or the sell side.
Transferring a French business in 2026 is not something you improvise. Valuation methods (EBITDA multiple, DCF, restated net assets), deal structures (LBO, OBO, Dutreil, family buy-out), and the tax treatment of professional capital gains: this guide gives owners and investors the tools to steer a sale and defend a credible price in front of a demanding buyer.
Selling shares in a French company (cession de titres) means transferring the legal shell itself — including all liabilities. In 2026, the seller must navigate the 31.4% flat tax, potential 500,000 € retirement relief for retiring directors, and possible deferral via a holding. Here is how the rules work in practice.
Our articles provide general guidance. A discovery meeting with Samuel HAYOT allows us to analyse your specific case.