APPENDIX 3-2-2 (APPENDIX TO ARTICLE A. 321-1)

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Article Annexe 3-2-2

French Commercial codeIn force

Updated 4 Nov 2023

THE BENEFIT PROVIDED FOR IN ARTICLE R. 321-1-II

(4°) DU CODE DE COMMERCE

OPERATOR OF VOLUNTARY SALES OF FURNITURE AT PUBLIC AUCTION INCLUDING BY ELECTRONIC MEANS

Managing director of a legal entity

I, the undersigned

Born. (e) on at

Residing

Managing director of the operator of voluntary sales of furniture by public auction

Position held

Declare that they are aware of the provisions of article L. 321-4 of the French Commercial Code, amended by Law No. 2011-850 of 20 July 2011 on the liberalisation of voluntary sales of furniture by public auction, under the terms of which:

"Only operators meeting the conditions defined in this article may organise and carry out voluntary sales of furniture by public auction and electronic auctions.

II.-If it is a legal entity, the operator of voluntary sales of movable property by public auction must:

1° Be constituted in accordance with the legislation of a Member State of the European Union or another State party to the Agreement on the European Economic Area and have its registered office, central administration or principal place of business on the territory of one of these Member States or parties ;

2° Have at least one establishment in France, including in the form of an agency, branch or subsidiary;

3° Include among its directors, partners or employees at least one person fulfilling the conditions mentioned in 1° to 3° of I ;

4° Prove that its directors have not been the subject of a final criminal conviction for acts contrary to honour, probity or morality or have not been the perpetrators of acts of the same nature that have given rise to a disciplinary or administrative sanction of dismissal, striking off, revocation, withdrawal of approval or authorisation in the profession they previously exercised;

5° Have previously declared its activity to the Conseil des maisons de vente instituted by Article L. 321-18 ".

Certify on my honour that I have not been the perpetrator of any acts that have given rise to a final criminal conviction for acts contrary to honour, probity or morality or acts of the same nature that have given rise to a disciplinary or administrative sanction of dismissal, striking off, revocation, withdrawal of approval or authorisation in the profession that I previously exercised, where applicable.

Done at, on

Signature.

Mariela Petrova

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Common Questions

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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Communications protected by professional secrecy — secret professionnel de l'avocat, Article 66-5 of the Law of 31 December 1971.

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