Introduction

Matrix organization

Mergers by absorption

Risks related to the expansion of the scope of criminal liability of legal entities

Validity conditions

Proof of delegation

Exemption from individual liability of delegator

Attribution of offense to legal entity

Delegations of authority

Criminal risk management within business organizations

Complicity in crimes against humanity

Breaches of secrecy

Personal data breaches

Theft

Extortion

Blackmail

Fraud

Misappropriation

Receiving/concealment of unlawfully obtained property (recel)

Attacks on automated data processing systems

Money laundering

Misappropriation by public official (concussion)

Corruption and influence peddling

Unlawful acquisition of an interest

Favoritism

Forgery and use of forgeries

Violation of Criminal Code

Offenses under the Monetary and Financial Code

Offenses under the Commercial Code

Environmental Code violations

Offenses arising from other codes

Types of offenses

Offenses under the Criminal Code, the Commercial Code, or the Environmental Code, Criminal procedure

White Collar Crime (en cours)

In the absence of distributable profits, the offense is constituted by the distribution among partners or shareholders. Indeed, for the offense of distributing fictitious dividends to be established, there must be a withdrawal from the company’s funds and an actual payment made to the partners or shareholders as a dividend distribution . In the absence of effective distribution, executives may be prosecuted for the offense of presenting or publishing an inaccurate balance sheet (Art. L. 242-6, 2°, L. 241-3, 3°, L. 244-5, L. 243-1, and L. 244-1 Commercial Code) or for failure to prepare company accounts (Art. L. 241-4 and L. 244-5 Commercial Code) since attemped distribution  is not punishable regarding fictitious dividends.

Furthermore, since dividends are taken as a priority from the distributable profit of the fiscal year (Art. L. 232-11, para. 1, Commercial Code), any withdrawal from the unavailable legal reserve - which is treated as part of the share capital - or any withdrawal from the statutory reserve, although available, without the authorization of the general meeting and without it being able to expressly indicate the reserve items from which the withdrawals are made (Art. L. 232-11, para. 2, Commercial Code), constitutes the offense of distributing fictitious dividends.

CA Riom, 13 September 2017, LawLex202300000178JBJ.

Effective distribution of dividends

209. Effective distribution of dividends