Counsel to management

Our expertise

We advise founding shareholders, individual managers, and management teams on asset structuring and LBO issues. Over the past twenty years, we have developed extensive experience assisting management teams involved in LBO transactions.

What we do

- In coordination with management and counsel, we design the required business transfer or reorganization schemes according to identified constraints and targets.

- We assist founding, selling, or bidding managers with their plans to set up, transfer, or develop their business.

- We draw up and negotiate shareholders’ and manager-shareholder or –partner agreements and we adjust investment plans when reorganizing capital.

- We design and implement the appropriate labour law tools for both employment relationships (especially in case of employees doubling as company officers) and profit-sharing schemes.

- We advise managers and management teams on tax issues and we assist them with the practicalities of their investment/divestment operations.

- We structure the investment of management teams for LBOs, notably by setting up holding companies owned by managerial employees.

- We structure investment schemes for employees: stock-options, warrants, mutual investment funds.

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Among our files

- Counsel to the management of a leading European biological company for three successive LBO transactions, including setting up shareholding companies owned by the managerial employees

- Counsel to the sellers and management of one of France’s leading truck rental groups for its first LBO associating the managers and an investment fund – three years later, counsel to the management for a secondary LBO including a sale and reinvestment involving a new investment fund

- Counsel to individual managers and management teams for numerous mid-cap and small-cap LBO transactions (notably in the life sciences, telecommunications, internet, electronics, and industrial sectors)

- Counsel to the hard-core managing shareholders of a French publishing group carrying out a legal reorganization for the purpose of ensuring a stable management in the face of shareholder division by setting up a limited partnership with share capital (SCA)

- Counsel to the majority family shareholders of a French group for the acquisition of a minority shareholder’s interest and for setting up a tax-optimized management structure headed by one of the children

- Counsel to the majority shareholders of a leading bicycle manufacturer selling their shares via holding companies for tax- and asset-optimization purposes

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