All of French Company Law: ordinary law of companies and specific regime for different types of companies

Company Law (en cours)

The registered office of a company represents its principal place of business, where its decision-making bodies are located. It is mentioned in the articles of association, as well as on all commercial documents . When the registered office indicated in the articles of association turns out to be different from the actual office, it is considered fictitious. In such a case, the court having jurisdiction is that of the actual office  except with respect to third parties, who, in accordance with Article L. 210-3 of the Commercial Code, have an option between the fictitious and the actual registered office.

Undertakings have the choice of premises used for establishment. These may be private or shared premises, or the premises of the company's lawyer .

The determination of the registered office is of crucial importance. Indeed, the summons of a company is made before the court of the place where it is established and not at the personal address of the manager who represents it . Consequently, the conclusions and legal action initiated by a company must be declared inadmissible when its registration certificate does not include any address of the registered office .

Commercial Code, Art. L. 210-2 and R. 123-237.

Cass. com., 12 December 1972, LawLex202200007392JBJ.

Cass. com., 21 October 2014, LawLex202100004389JBJ, considering that the establishment of a company's registered office at the address of its lawyer's office, in accordance with the applicable law, cannot call into question the admissibility of its filings that mention this registered office.

Cass. 2e civ., 19 February 2015, LawLex202200007388JBJ.

Cass. 1re civ., 12 October 2011, LawLex202200007391JBJ.

41. Interest and characteristics