Annexes to the regulatory part

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Article Annexe 2-2

French Commercial codeIn force
Ask for lawyer reviewed or certified translation

Updated 4 Nov 2023

TABLE 1

Appended to articles R. 225-81, R. 225-83 and R. 225-102

Financial results of the company over the last five financial years

NATURE OF INDICATIONS

20..

20..

20..

20..

20..

I. - Financial position at year-end:

a) Share capital.

b) Number of shares issued.

c) Number of bonds convertible into shares.

II. - Overall result of actual operations:

a) Sales excluding tax.

b) Profits before tax, depreciation and provisions.

c) Income tax.

d) Profits after tax, depreciation, amortisation and provisions.

e) Amount of profits distributed (1).

III. - Result of operations reduced to one share (2):

a) Profit after tax, but before depreciation, amortisation and provisions.

b) Profit after tax, depreciation and provisions.

c) Dividend paid to each share (1).

IV. - Personnel:

a) Number of employees.

b) Amount of payroll.

c) Amount paid in respect of employee benefits (social security, works, etc.).

(1) For the financial year whose accounts will be submitted to the general meeting of shareholders, state the amount of profits proposed for distribution by the board of directors, the management board or the managers.

(2) If the number of shares has varied during the reference period, the results shown should be adjusted and the transactions that have changed the amount of capital should be recalled.

TABLE 2

Appended to articles R. 233-2 and R. 232-10

Information concerning subsidiaries and affiliates

COMPANIES
OR GROUPS
OF COMPANIES

CAPITAL

RESERVES

QUOTE-SHARE OF CAPITAL HELD (%)

VALUE OF SECURITIES HELD

LOANS AND ADVANCES GRANTED BY THE COMPANY AND NOT REPAID

AMOUNT OF GUARANTEES PROVIDED BY THE COMPANY

TURNOVER for the last financial year

NET PROFIT or loss for the last financial year

DIVIDEND RECEIVED by the company during the financial year

OBSERVATIONS (1)

I. - INFORMATION TO BE PROVIDED WHEN THE COMPANY HAS NOT ATTACHED TO ITS BALANCE SHEET A BALANCE SHEET AND CONSOLIDATED ACCOUNTS DRAWN UP IN ACCORDANCE WITH ARTICLE R. 233-3

A. - Details of shareholdings whose net asset value exceeds 1% of the capital of the company subject to publication

1. Subsidiaries (at least 50% of capital held by the company):

Company a (name, registered office)

Company b

2. Shareholdings (10-50% of the capital held by the company):

Company x

Company y

B. - Global information concerning other subsidiaries or shareholdings

1. Subsidiaries not included in paragraph A :

a) French subsidiaries (together)

b) Foreign subsidiaries (together)

2. Participating interests not included in paragraph A :

a) In French companies (together)

b) In foreign companies (together)

II. - INFORMATION TO BE PROVIDED WHEN THE COMPANY HAS ATTACHED TO ITS BALANCE SHEET A BALANCE SHEET AND CONSOLIDATED ACCOUNTS DRAWN UP IN ACCORDANCE WITH ARTICLE R. 233-3

1. Subsidiaries :

a) French subsidiaries (together)

b) Foreign subsidiaries (together)

2. Shareholdings :

a) In French companies (together)

b) In foreign companies (together)

(1) Indicate in particular in this column in box I, paragraph A, the opening and closing dates of the financial years of the companies in which shareholdings are held where these dates do not coincide with the opening and closing dates of the company's financial year.

Mariela Petrova

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Working with a corporate lawyer in France — Q&A

Any time a strategic decision changes how the company is owned, governed or contractually bound — incorporation, fundraising, M&A, restructuring, shareholder agreements, or major commercial contracts. Earlier engagement always costs less than later remediation.

A notary (notaire) is a public officer who authenticates specific deeds (mainly real-estate transfers and certain family-law acts). A corporate lawyer (avocat) advises on strategy, negotiates and drafts company documents, and represents you in disputes. The two roles complement rather than overlap.

Yes — most of our clients are foreign suppliers, investors or holding entities. We bridge the gap between French law and your home jurisdiction's expectations and deliver everything bilingually.

The SAS (Société par Actions Simplifiée) is the default choice for most international structures: flexible governance, single shareholder allowed, no minimum capital, and works cleanly with foreign holding entities. We assess SARL, SA, SCI on the merits when the situation calls for it.

Yes — communications with a French avocat are protected by the secret professionnel (Article 66-5 of the Law of 31 December 1971). This protection is broader than the common-law attorney-client privilege and applies to written and oral exchanges.

We work on fixed fees for clearly scoped engagements (incorporation, contract drafting, audits) and on monthly retainers for ongoing advisory. Hourly billing is the exception, not the default. You always know the cost before work starts.

Typical timeline is 2–3 weeks from KYC kick-off to RCS registration, assuming standard documentation. Holding-company structures, foreign-shareholder identification or in-kind contributions can extend this — we flag the gating items at the first meeting.

Absolutely. We routinely coordinate with your in-house counsel, expert-comptable or notaire — pragmatic collaboration is the norm, not the exception. We send them everything they need to do their part without duplicating work.

Mariela Petrova

Mariela Petrova

Avocate au Barreau de Paris

Toque #C2396

15+ Years In Corporate Practice

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