Business Law Support in Paris | Company Secretarial in France

Business Law and Company Secretarial Support - Hayot Expertise#

Business law touches every decision an entrepreneur makes: incorporating a company, bringing in a new partner, acquiring a business, transferring shares, signing a commercial lease, drafting a framework contract. Without rigorous legal oversight, each of these acts can generate costly disputes or tax reassessments. Hayot Expertise provides operational business law support combined with our accounting and tax expertise: you have a single contact who understands both the legal and financial stakes of every decision.

Every company must hold an ordinary annual general meeting (AGO) within 6 months of the financial year-end to approve accounts and allocate the result. We manage the entire process:

What we handle#

• Notice to shareholders/partners: drafting and sending within legal deadlines (15 days minimum for SARL, 15 days for SAS per articles)
• Agenda: approval of accounts, allocation of result (reserve vs dividend distribution), ratification of related-party agreements
• AGM minutes: compliant drafting, signing and court registry filing where required
• Extraordinary AGM (AGE): statutory amendments, change of registered office, legal form conversion, share capital increase
• Attendance register and AGM register (legal requirement, kept 5 years)

Related-party agreements (conventions réglementées)#

Agreements between the company and its director (lease, loan, services) must be submitted for AGO approval. We identify these agreements and draft the associated special reports.

A share transfer is one of the most significant events in a company's life. It requires rigorous valuation, informed negotiation and watertight legal documentation.

Our transfer support#

1. Valuation: we use multi-criteria methods (DCF, EBITDA multiple, net asset value) to establish a defensible figure and negotiate from a position of strength
2. Preliminary agreement: drafting the protocol and conditions precedent (due diligence, bank financing)
3. Transfer deed: drafting the final deed of transfer of shares (SARL) or stock (SAS)
4. Asset and liability warranty (GAP): protecting the buyer against hidden liabilities; we draft and negotiate this guarantee
5. Registration: transfer declaration with the tax authority and payment of registration duties (3% for SARL, 0.1% for SAS)
6. Capital gains tax optimisation: 31.4% flat tax by default, or option for Dutreil abatement or contribution-exchange (Article 150-0 B ter CGI)

Read more: How to optimise a business disposal

Your business evolves, and so do your needs. We support the most common conversions:

Each conversion is preceded by a tax and social simulation to confirm the real economic benefit.

Articles of association and shareholders' agreement#

Our articles are not generic templates. Every clause is negotiated and tailored to your situation:

• Pre-emption clause: right of first refusal for existing partners on any transfer
• Approval clause (agrément): controls who can become a new shareholder
• Non-compete clause: protection after a sale or departure
• Drag-along / tag-along clauses: balance between majority and minority shareholders
• BSPCEs and free shares: incentivisation of key employees and managers

Commercial contracts#

• General terms of sale / terms of use (CGV/CGU): compliant with the French Commercial Code and GDPR
• Service provider contracts: service agreements, NDAs (non-disclosure agreements)
• Commercial leases: negotiation of 3/6/9 lease conditions, variable rent clause, service charges, goodwill (droit au bail)
• Intra-group agreements: management fee agreements, cash pooling agreements, brand licence contracts

The Dutreil pact (Article 787 B CGI) is the most powerful mechanism for transferring a business to children at a reduced tax cost:

• 75% abatement on the value of shares transferred by gift or inheritance
• Conditions: collective holding commitment of 2 years, then individual commitment of 4 years
• Active holding companies are eligible — an additional reason to structure your holding correctly
• Additional 50% reduction if the transfer occurs before the director turns 70 and activity continues

We set up and monitor Dutreil commitments, draft gift deeds and coordinate with the notary for signing.

If your company faces financial difficulties, options exist before liquidation:

• Mandat ad hoc and conciliation: confidential proceedings to strengthen and restructure before a full crisis
• Sauvegarde: court-approved rescue plan to freeze debts and spread repayments

We help you prepare files and maintain contact with judicial representatives and the commercial court.

We work on the basis of transparent fixed fees:

• Company formation: from €800 excl. VAT
• Annual accounts filing and legal secretarial (AGO): +€25/month (or €299/year)
• Change of registered office: €500 to €880
• Change of director / share transfer: €800
• Other statutory amendments: from €450

See all our legal services and exceptional engagements on our pricing page.