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

Company Law (en cours)

To ensure the operation of the Economic Interest Grouping (GIE), which can be constituted without share capital , members may be required to pay contributions or fees. This obligation is transferred to the successor of the member company, even within the framework of a transfer plan . However, the mere relocation within the same shopping center, which cannot be equated with a withdrawal from the G …

Obligations towards the grouping

DURAND and LATSCHA, Rights, obligations and responsibilities of members of the Economic Interest Grouping, JCP CI 1969, II, 87192.

To ensure the operation of the Economic Interest Grouping (GIE), which can be constituted without share capital , members may be required to pay contributions or fees. This obligation is transferred to the successor of the member company, even within the framework of a transfer plan . However, the mere relocation within the same shopping center, which cannot be equated with a withdrawal from the GIE managed by the center, does not exempt a member from their obligation to pay their contributions . The exception of non-performance may be raised by a member pursued for payment of their contribution when the GIE has not provided the services that constituted the consideration .

Moreover, similar to a company associate, a member of an economic interest grouping is required to contribute to losses. However, to obtain this contribution, the liquidator of the EIG cannot rely on the provisions of Article L. 251-6 of the Commercial Code, which only concern the obligation for debts towards the creditors of the grouping . Furthermore, the distribution of deficits among the members of an EIG cannot be carried out according to a method established by the board of directors, which decided they would be calculated based on the tonnage processed by each member of the EIG, whereas the statutes, which have never been amended, provide for a distribution in proportion to the number of shares held by each .

Cass. com., 31 May 2011, LawLex202300010315JBJ, emphasizing that the purchaser of a company that is a member of an Economic Interest Grouping as part of a transfer plan is required, when the plan also concerns the contracts, to fulfill the commitment made by the transferred company to contribute to the group's expenses for twenty consecutive quarters.

CA Rouen, 24 June 2010, LawLex202300010276JBJ.

CA Bordeaux, 26 October 2022, LawLex202300010325JBJ.

Cass. com., 14 June 2023, LawLex202300008072JBJ, JCP E 2023, No 1306, No 28, obs. PETEL; Rev. sociétés 2023, 542, obs. HENRY; BJE September 2023, 23, obs. BARBIERI; Gaz. Pal. 19 September 2023, 61, obs. REILLE; Dr. sociétés 2023, No 130, obs. LEGROS; BJS November 2023, 59, obs. LAROCHE; LEDEN 7/2023, 1, obs. LUCAS; RJDA 2023, No 529.

Cass. com., 17 May 1989, LawLex202300010275JBJ.

Company Law (en cours)

643. Obligations towards the grouping(1)

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Les décisions de justice citées dans ce paragraphe :

Les notions juridiques connexes

643. Obligations towards the grouping(1)

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