Section 3: Shareholders' meetings.

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Article R225-105

French Commercial codeIn force

Updated 6 Nov 2023

I.-The extra-financial performance statement referred to in I of Article L. 225-102-1 and the consolidated non-financial performance statement mentioned in II of the same article present the business model of the company or, where applicable, of the group of companies for which the company prepares consolidated accounts.

They also present, for each category of information mentioned in III of the same article or in the second paragraph of article L. 22-10-36 :

1° A description of the main risks associated with the business of the company or group of companies including, where relevant and proportionate, the risks created by its business relationships, products or services;

2° A description of the policies applied by the company or group of companies including, where applicable, the due diligence procedures implemented to prevent, identify and mitigate the occurrence of the risks mentioned in 1°;

3° The results of these policies, including key performance indicators.

Where the company does not apply a policy in respect of one or more of these risks, the statement shall include a clear and reasoned explanation of the reasons for this.

II.-The statement shall contain, where relevant to the principal risks or policies mentioned in I of this article:

A.-For all companies mentioned in I of Article L. 225-102-1 or in the first paragraph of Article L. 22-10-36, the following information:

1° Social information:

a) Employment:

-total workforce and breakdown of employees by gender, age and geographical area;

-hirings and redundancies;

-pay and changes therein;

b) Work organisation:

-organisation of working hours;

-absenteeism;

c) Health and safety:

-health and safety conditions at work;

workplace accidents, in particular their frequency and severity, and occupational illnesses;

d) Industrial relations:

the organisation of social dialogue, in particular procedures for informing and consulting staff and negotiating with them;

the assessment of collective agreements, in particular with regard to health and safety at work;

e) Training:

the policies implemented with regard to training, in particular with regard to environmental protection;

the total number of hours of training;

f) Equal treatment:

-measures taken to promote equality between women and men;

-measures taken to promote the employment and integration of disabled people;

-policy to combat discrimination;

2° Environmental information:

a) General environmental policy:

the company's organisation to take account of environmental issues and, where applicable, environmental assessment or certification procedures;

the resources devoted to preventing environmental risks and pollution;

the amount of provisions and guarantees for environmental risks, provided that this information is not likely to cause serious prejudice to the company in any current litigation;

b) Pollution:

-measures to prevent, reduce or remedy discharges into the air, water and soil that seriously affect the environment;

-taking into account any form of pollution specific to an activity, in particular noise and light pollution;

c) Circular economy:

i) Waste prevention and management:

measures to prevent, recycle, reuse, other forms of recovery and disposal of waste;

actions to combat food waste;

ii) Sustainable use of resources:

water consumption and water supply in accordance with local constraints;

consumption of raw materials and measures taken to improve efficiency in their use;

energy consumption, measures taken to improve energy efficiency and the use of renewable energy;

land use;

d) Climate change:

the significant items of greenhouse gas emissions generated as a result of the company's activity, in particular through the use of the goods and services it produces;

the measures taken to adapt to the consequences of climate change;

the reduction targets set voluntarily in the medium and long term to reduce greenhouse gas emissions and the means implemented to this end;

e) Protection of biodiversity: measures taken to preserve or restore biodiversity;

3° Societal information:

a) Societal commitments to sustainable development:

the impact of the company's activity on employment and local development;

the impact of the company's activity on neighbouring or local populations;

the relations maintained with the company's stakeholders and the methods of dialogue with them;

partnership or sponsorship actions;

b) Subcontracting and suppliers:

-the consideration given in purchasing policy to social and environmental issues;

-the consideration given in relations with suppliers and subcontractors to their social and environmental responsibility;

c) Fair practices: measures taken to promote consumer health and safety;

B.-For the companies mentioned in the first paragraph of Article L. 22-10-36, the following additional information:

1° Information relating to the fight against corruption: actions taken to prevent corruption;

2° Information relating to actions in favour of human rights:

a) Promotion of and compliance with the stipulations of the fundamental conventions of the International Labour Organisation relating to:

-respect for freedom of association and the right to collective bargaining;

-elimination of discrimination in respect of employment and occupation;

-elimination of forced or compulsory labour;

-effective abolition of child labour;

b) Other actions undertaken in favour of human rights.

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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