French Monetary and Financial Code
In force1. Amounts paid into the equity savings plan for the financing of small and medium-sized enterprises and mid-cap companies are used for one or more of the following purposes:
a) Shares, excluding those mentioned in article L. 228-11 of the French Commercial Code, or company investment certificates and cooperative investment certificates ;
b) Shares in limited liability companies or companies with equivalent status and equity securities in companies governed by law no. 47-1775 of 10 September 1947 on the status of cooperatives;
c) Bonds convertible or redeemable into shares, excluding bonds convertible into shares that are not admitted to trading on a trading platform referred to in Article L. 420-1 ;
d) Participative securities and fixed-rate bonds that are or have been the subject of an offer made through a provider of participative financing services within the meaning of Regulation (EU) 2020/1503.
2. The company issuing the securities referred to in 1 is :
a) Either a company which employs fewer than 5,000 people and which has an annual turnover not exceeding €1.5 billion or a balance sheet total not exceeding €2 billion. The conditions under which the number of employees, turnover and balance sheet total are assessed are set by decree;
b) A company whose securities are admitted to trading on a regulated market or a multilateral trading facility and which meets all of the following criteria:
- its market capitalisation is less than one billion euros or was less than one billion euros at the close of at least one of the four financial years preceding the financial year taken into account to assess the eligibility of the issuing company's securities;
- it employs fewer than 5,000 people and has annual sales not exceeding €1.5 billion or total assets not exceeding €2 billion. These thresholds are assessed on the basis of the consolidated accounts of the company issuing the securities concerned and, where applicable, those of its subsidiaries.
3. The sums paid into the share savings plan intended for the financing of small and medium-sized companies and companies of intermediate size may also be used to subscribe for :
a) Shares in open-ended investment companies (sociétés d'investissement à capital variable), more than 75% of whose assets are made up of shares in companies as defined in 2, at least two-thirds of which are shares as defined in a, b and c of 1;
b) Units in mutual funds, other than those mentioned in d of this 3, more than 75% of whose assets consist of securities of companies defined in 2, at least two-thirds of which are securities mentioned in a, b and c of 1;
c) Units or shares in undertakings for collective investment in transferable securities established in another Member State of the European Union or in another State party to the Agreement on the European Economic Area which has signed an administrative assistance agreement with France to combat tax evasion and avoidance, which benefit from the mutual recognition procedure for authorisations provided for in Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) (recast) and more than 75% of whose assets consist of securities of companies as defined in 2, at least two-thirds of which are securities referred to in a, b and c of 1 ;
d) Units in fonds communs de placement à risques mentioned in articles L. 214-28, L. 214-30 and L. 214-31 ;
e) Units or shares in FIAs mentioned in II or III of article L. 214-24, which have received authorisation to use the name "ELTIF" in accordance with regulation (EU) no. 2015/760 of the European Parliament and of the Council of 29 April 2015 on European long-term investment funds, provided that more than 50% of their assets are permanently invested in securities mentioned in a, b and c of 1 of this article and that they do not hold any real estate assets mentioned in 1° to 5° of I of article L. 214-36 other than the physical assets mentioned in article 2.6 of the same regulation.
4. The sums paid into the equity savings plan intended for the financing of small and medium-sized companies and mid-sized companies may also be used in a unit-linked capitalisation contract governed by the Insurance Code and invested in one or more categories of securities mentioned above, subject to the provisions of article L. 131-1 of the same code.
5. Issuers of the securities referred to in 1 must have their registered office in France or in another Member State of the European Union or in another State party to the Agreement on the European Economic Area which has signed an administrative assistance agreement with France to combat tax evasion and avoidance, and be subject to corporation tax under ordinary law or to an equivalent tax. For the application of this section, the condition relating to the normal rate of taxation does not apply to new companies mentioned in article 44 sexies of the General Tax Code, or to companies mentioned in 1° ter and 3° septies of article 208 of the same code.
