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

Company Law (en cours)

A manager of an SNC can be prosecuted for breach of trust, as penalized by Articles 314-1 to 314-4 of the Penal Code, particularly when they withdraw a significant amount from the company's treasury in an unjustified manner and contrary to the interests of the partners, without their consent , when they confuse their personal assets with those of the company and knowingly act as the true owner of  …

Manager's offenses

A manager of an SNC can be prosecuted for breach of trust, as penalized by Articles 314-1 to 314-4 of the Penal Code, particularly when they withdraw a significant amount from the company's treasury in an unjustified manner and contrary to the interests of the partners, without their consent , when they confuse their personal assets with those of the company and knowingly act as the true owner of the misappropriated funds , or when they have the company cover personal expenses unrelated to its corporate purpose .

A manager of an SNC can also be prosecuted for misuse of company assets if they pay secret commissions with the company's assets . Anyone who has misused company assets for personal interest must reimburse the misappropriated amounts to the benefit of another company in which they have an interest . Consequently, a manager of an SNC, found guilty of complicity in misuse of company assets, cannot make the company bear the consequences of their intentional criminal fault, which remains inherently separable from their functions, even if committed within the scope of those functions .

The manager of an SNC can also be prosecuted for any offense related to subsidiaries, equity interests, and controlled companies, as provided in Articles L. 247-1 to L. 247-3 of the Commercial Code. Furthermore, when failing to meet the obligations for filing financial statements as provided in Articles L. 232-21 to L. 232-23, they are subject to a 5th class fine of up to 1,500 euros, which can be increased to 3,000 euros . The manager of an SNC also faces a penalty of two years' imprisonment and a fine of 30,000 euros for both failure to appoint a statutory auditor when required and failure to summon the auditor to any general meeting of the company, when one is present .

When a legal entity is a manager, its directors are subject to the same conditions and obligations and incur the same criminal liabilities as if they were managers in their own name, without prejudice to the joint liability of the legal entity they manage .

CA Aix-en-Provence, 18 November 1997, LawLex202200008798JBJ.

Cass. crim., 25 November 2015, LawLex202200011099JBJ.

Cass. crim., 10 April 2002, LawLex202200008798JBJ.

Cass. com., 18 September 2019, LawLex202200007575JBJ.

Cass. com., 17 April 1972, LawLex202200007380JBJ.

Cass. com., 18 September 2019, previously cited.

Company Law (en cours)

402. Manager's offenses

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Les décisions de justice citées dans ce paragraphe :

Les notions juridiques connexes

402. Manager's offenses

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Les décisions de justice citées dans ce paragraphe :

Les notions juridiques connexes

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au contenu exclusif Livv – juristes d’entreprise