Secure your strategic operations and key contracts
Corporate management involves the drafting and review of leases, business acquisitions or disposals, and financing transactions such as lease financing. We assist you in structuring your contracts and safeguarding your interests on a day-to-day basis.
Acquisitions and disposals of business assets, artisanal businesses, client portfolios, and medical practices (drafting of agreements, formalities)
Legally structure your business transfer transactions
1. What is it?
The acquisition or disposal of a business (commercial, artisanal, client or patient base) involves the transfer of a set of assets: clientele, goodwill, lease rights, trade name, licenses.
It must be formalized by a written agreement subject to legal requirements.
2. Who is concerned?
Traders or artisans selling their business.
Professionals (e.g., doctors, lawyers) transferring their patient base or clientele.
Individual buyers or companies.
3. Why is it important?
Mandatory disclosures in the agreement (Art. L.141-1 French Commercial Code): origin of the business, turnover and profits for the last 3 financial years, lease details.
Mandatory publication (BODACC and legal announcements).
Registration duties:
0% up to €23,000
3% between €23,000 and €200,000
5% above €200,000
Escrow of the purchase price possible for 5 months to protect creditors.
4. What we do for you
Full drafting of transfer or acquisition agreements.
Verification of mandatory disclosures and formalities.
Tax advisory (registration duties, capital gains).
Assistance with publication and enforceability procedures.
Drafting and review of commercial and professional leases
Secure your lease agreements to protect your business
1. What is it?
A commercial lease (minimum term of 9 years) or a professional lease (minimum term of 6 years) governs the use of premises for business activities.
These leases set out the obligations of the landlord and tenant (rent, charges, renewal, termination).
2. Who is concerned?
Traders and artisans (commercial lease)
Professionals (professional lease)
Landlords and investors
3. Why is it important?
Commercial lease: right to renewal or eviction compensation, triennial rent review, rent cap.
Professional lease: more flexible but no right to renewal.
High financial risks in the event of unbalanced clauses (works, charges, termination).
4. What we do for you
Drafting and review of leases (termination clauses, charges, indexation).
Strategic advice tailored to your activity (commercial vs. professional).
Assistance with renewals and disputes.
Tax optimization (VAT on rents, deductibility of charges).
Lease financing and lease-back
Finance your assets and optimize your cash flow
1. What is it?
Lease financing (crédit-bail): a financing agreement under which a leasing company purchases an asset and leases it to the business, which may acquire it at the end of the term through a purchase option.
Lease-back: the reverse operation, where the company sells an asset to a financial institution and then leases it back (with an option to repurchase).
2. Who is concerned?
Companies seeking to finance assets (real estate, industrial equipment, vehicles).
Businesses in need of immediate liquidity while retaining the use of an asset (lease-back).
3. Why is it important?
Contract duration: typically 7 to 15 years (real estate) or 3 to 7 years (equipment).
Financial advantage: lease payments are deductible from taxable income.
Cash flow optimization: allows businesses to release liquidity without losing use of the asset.
Purchase option: exercised at the end of the contract, often for a symbolic or reduced price compared to the initial cost.
4. What we do for you
Advice on choosing between traditional purchase, lease financing, or lease-back.
Negotiation of terms (duration, payments, purchase option).
Review of accounting and tax impacts.
Support in implementing the financing arrangement.
FAQ
The agreement must state: the origin of ownership, the price, turnover and profits for the last three financial years, details of the lease, and any seller’s lien. Failing this, the transfer may be annulled.
0% up to €23,000.
3% between €23,000 and €200,000.
5% above €200,000.
The purchase price may be held in escrow for up to 5 months to protect creditors.
Commercial lease: minimum term of 9 years, right to renewal or eviction compensation, triennial rent review.
Professional lease: minimum term of 6 years, intended for liberal professions, with no right to renewal.
Since the 2014 Pinel Law, the landlord must bear certain major expenses (e.g., major repairs under Art. 606 French Civil Code, property tax). The lease must include a detailed inventory of the charges allocated to the tenant.
Real estate lease financing: term of 7 to 15 years, lease payments deductible, purchase option at the end of the contract.
Equipment lease financing: term of 3 to 7 years, covering vehicles and industrial equipment.
Lease-back: allows a company to sell an asset to a financial institution and lease it back in order to recover cash flow.
The commercial lease automatically continues with the purchaser (principle of continuity). Since the Pinel Law, the tenant benefits from a right of first refusal in the event of a sale of the premises.