Sub-paragraph 1: Specialised professional funds.

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Article R214-203-5

French Monetary and Financial CodeIn force

Updated 6 Nov 2023

I. - The regulations or articles of association of the specialised professional fund which grants loans specify the date of its liquidation and may provide for a right to temporarily extend its life, and the conditions for exercising such a right.

II. - Loans may not be granted for a period exceeding the residual life of the specialised professional fund.

III. - The fund rules or the articles of association of the specialised professional fund provide that redemption of units or shares is not possible during the life of the fund, unless the fund rules or the articles of association define a unit or share redemption policy, the objective of which is to prevent an imbalance between redemption requests and the assets of the specialised professional fund or one of its sub-funds from preventing it from honouring redemption requests under conditions which protect the interests of unit-holders or shareholders and their equal treatment.

In this case, the regulations or the Articles of Association shall specify the periods during which unit-holders or shareholders may request redemptions and shall provide for a ceiling on redemptions of units or shares under the following conditions:

a) The regulations or the Articles of Association set the threshold above which a ceiling on redemptions occurring on the same centralisation date may be decided;

b) It must be possible to justify this threshold in terms of the frequency with which the net asset value is calculated, the management strategy and the liquidity of the assets held by the fund.

It corresponds to the ratio between :

- on the one hand, the difference recorded, on the same centralisation date, between the amount or number of units or shares of the fund or sub-fund in question for which redemption is requested and the amount or number of units or shares of the same fund or sub-fund for which subscription is requested ;

- the net assets or the total number of units or shares of the fund or sub-fund in question.

It is determined on the basis of the last published net asset value or the last estimated value calculated by the management company, or the number of units or shares in circulation recorded on the date it is established.

The General Regulations of the Autorité des Marchés Financiers (AMF) determine the terms under which the Fund defers redemption orders exceeding this threshold to the next centralisation dates or cancels them.

The procedures for implementing the ceiling on redemptions referred to in the second paragraph of this III must be compatible with the fund's objective, with its management procedures referred to in article R. 214-203-6 and with any limits or rules on the granting of loans laid down in its regulations or articles of association.

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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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.

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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

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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