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

Company Law (en cours)

Shareholders' agreements or partners' agreements are extrastatutory agreements concluded between all or only some of the partners of a company. In companies where the capital is divided into shares such as SARLs, they are referred to as partners' agreements, while in those composed of shares, they are called shareholders' agreements. Regardless of the type of company in which they are involved, their content and legal regime are identical. These agreements, which arrange various aspects of the partners' lives, from their entry into the company to their exit, offer the advantage of confidentiality, which the articles of association do not guarantee. However, they do not have the same binding force as the latter and are sometimes more difficult to implement.

Extrastatutory agreements

MESTRE, Is the company still a contract?, Mélanges Mouly, Litec 1987, 131; CHAPUT, Freedom and statutes, Rev. sociétés 1989, 361; MARTIN AND FAUGEROLAS, Shareholders' agreements, JCP G 1989, I, No 3412; BOUILLET-CORDONNIER, Shareholders' agreements and statutory privileges, Litec 1993; VELARDOCCHIO-FLORES, Extrastatutory agreements between partners, PUAM 1993; DELEBECQUE, Simplified joint-stock companies and shareholders' agreements, in Simplified joint-stock companies, GLN Joly, 1994; DAIGRE and SENTILLES-DUPONT, Shareholders' agreements, GLN Joly, 1995; MONSALLIER, Contractual arrangement of the functioning of the public limited company, LGDJ, 1998; BONNARD, The influence of general principles of contract law on shareholders' agreements, in Mélanges Jeantin, Dalloz 1999, 139; BRUNSWICK, SAS and investment capital: towards the end of extrastatutory shareholders' agreements, D. 2000, 595; DAIGRE, BOMPOINT, BASDEVANT, Shareholders' agreements in listed companies, Actes prat. ing. sociétaire, July/August 2002, 5; GUYON, Treaty of contracts. Companies. Statutory arrangements and agreements between partners, LGDJ, 5th ed., 2002; SCHILLER, The limits of contractual freedom in company law, radical connections, LGDJ, 2002; LARRIEU, Interpretation of extrastatutory agreements, Rev. sociétés 2007, 697; COURET, The security of agreements and signatories tested by contradictory trends, Dr. et patr, Nov. 2009, 56; DONDERO, Shareholders' agreements, in Financial, tax and legal engineering, Dalloz 2009, 2nd ed., No 84.21 and Shareholders' agreements and company transformations, Dr. et patr, Nov. 2009, 69; BELOT, Shareholders' agreements in French listed companies: an economic and financial analysis, RTDF 2011, No 4; OHL, Shareholders' agreements tested by stock market law, D. 2011, 323; DEXANT-DE BAILLIENCOURT, Shareholders' agreements in listed companies, Dalloz, 2012; MOUSSERON, Corporate agreements, LGDJ 2014; SCHILLER and MARTIN, Guide to shareholders' and partners' agreements, LexisNexis 2017.

204. Extrastatutory agreements