Paragraph 2: Subscription and purchase of shares by employees

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L22-10-56L22-10-57L22-10-58

Article L22-10-58

French Commercial codeIn force
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Updated 8 Nov 2023

In a company whose shares are admitted to trading on a regulated market, options giving entitlement to subscribe for or purchase shares may only be granted to the persons referred to in the fourth paragraph of Article L. 225-185 unless the company meets at least one of the following conditions in respect of the financial year during which the options are granted:

1° The company shall, in accordance with the conditions set out in articles L. 225-177 to L. 225-186 and articles L. 22-10-56 and L. 22-10-57, to grant options to all its employees and to at least 90% of all the employees of its subsidiaries within the meaning of Article L. 233-1 and falling under article L. 210-3;

2° The company shall proceed, under the conditions provided for in articles L. 225-197-1 to L. 225-197-5 and L. 22-10-59, to allocate free shares to all its employees and to at least 90% of all the employees of its subsidiaries within the meaning of Article L. 233-1 and covered by article L. 210-3 ;

3° A profit-sharing agreement within the meaning of article L. 3312-2 du code du travail, a derogatory profit-sharing agreement within the meaning of article L. 3324-2 of the same code or a voluntary profit-sharing agreement within the meaning of article L. 3323-6 of the same code is in force within the company and for the benefit of at least 90% of all the employees of its subsidiaries within the meaning of article L. 233-1 and covered by article L. 210-3 of this code. If, in the company or in its aforementioned subsidiaries, agreements are in force or were in force in respect of the previous financial year, the first allocation authorised by a General Meeting after the date of publication of the loi n° 2008-1258 du 3 décembre 2008 en faveur des revenus du travail may only take place if the companies concerned modify the calculation terms of each of these agreements by means of an agreement or rider or pay a collective profit-sharing supplement within the meaning of the Article L. 3314-10 of the French Labour Code or a supplement to the special profit-sharing reserve within the meaning of Article L. 3324-9 of the same code.

Mariela Petrova

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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.

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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

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15+ Years In Corporate Practice

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