Section 2: Assignment of the debtor's assets.

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L642-18L642-19L642-19-1L642-20L642-20-1

Article L642-18

French Commercial codeIn force
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Updated 7 Nov 2023

Sales of real estate shall take place in accordance with articles L. 322-5 to L. 322-12 of the Code of Civil Enforcement Procedures, with the exception of articles L. 322-6 and L. 322-9, provided that these provisions are not contrary to those of the present code. The official receiver shall set the reserve price and the essential conditions of the sale.

When a seizure of immovable property procedure initiated prior to the opening of the safeguard, reorganisation or judicial liquidation proceedings has been suspended by the effect of the latter, the liquidator may be subrogated to the rights of the seizing creditor for the acts carried out by the latter, which are deemed to have been carried out on behalf of the liquidator who proceeds with the sale of the immovable property. The seizure of immovable property may then resume at the stage at which it was suspended by the opening judgment.

The official receiver may, if the consistency of the assets, their location or the bids received are such as to allow an amicable transfer under better conditions, order the sale by amicable auction at the price he sets or authorise the sale by mutual agreement at the price and conditions he determines. In the event of an amicable auction, articles L. 322-7, L. 322-8 to L. 322-11 and L. 322-12 of the Code of Civil Enforcement Procedures shall apply, subject to the reservation set out in the first paragraph, and an overbid may always be made.

For auctions carried out in application of the preceding paragraphs, payment of the price to the liquidator and the costs of the sale entail the purge of mortgages and any liens against the debtor. The successful bidder may not, before having made these payments, perform any act of disposal on the property with the exception of the constitution of a mortgage accessory to a loan contract intended for the acquisition of this property.

The liquidator distributes the proceeds of the sales and settles the order between the creditors, subject to any disputes that are brought before the enforcement judge.

In the event of the judicial liquidation of a debtor who is a natural person, the court may, in consideration of his personal and family circumstances, grant him periods of grace, the duration of which it determines, to leave his principal dwelling house.

The detailed rules for the application of this article shall be laid down by decree in the Conseil d'Etat.

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

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