Best Investment & Business Structuring Lawyers in Bordeaux

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Founded in 2017
English
Louis-Joseph de COINCY - Avocat fiscaliste Bordeaux is renowned for its exceptional expertise in tax law and business advisory services. Specializing as a tax consultant, the firm provides comprehensive tax preparation and strategic planning solutions tailored to meet the unique needs of its...
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1. About Investment & Business Structuring Law in Bordeaux, France

Investment and business structuring law in Bordeaux follows the national French framework with local administration handling company registrations and filings. It covers the creation, governance, and reorganization of business entities, as well as cross border investments and ownership structures. In Bordeaux, entrepreneurs typically engage with the local Tribunal de Commerce and the Centre des Formalités des Entreprises (CFE) to complete formalities.

Key concepts include choosing the right corporate form (for example SAS or SARL), setting up holding companies, employee equity plans, and ensuring compliance with corporate governance and tax rules. The Bordeaux business environment also reflects regional incentives and funding programs available in Nouvelle-Aquitaine, along with standard French rules on transfer pricing, auditing, and corporate reporting. For practical filings, most processes rely on national statutes while the local registry and CFE facilitate registrations and declarations.

Recent reforms continue to affect how companies structure ownership and investment in France. For example, the Loi Pacte in 2019 introduced simpler company creation and enhanced investor flexibility, which influences structuring options for Bordeaux businesses. For authoritative guidance, consult official sources such as Legifrance, the AMF, and Guichet-Entreprises.

In France, the SAS is widely used for outsider investment due to its flexible governance, while the SARL remains popular for family-owned ventures. Source: official guidance on corporate forms.

Useful official resources include Legifrance for statutory texts, the AMF for investment service regulation, and Guichet-Entreprises for practical creation steps. These resources help Bordeaux residents navigate both national rules and local administrative requirements.

2. Why You May Need a Lawyer

  • Setting up a Bordeaux-based company with outside investors - A Bordeaux startup seeking external capital may favor a SAS for flexibility, while a family business might opt for a SARL. A lawyer helps draft bylaws, cap tables, and investor protections aligned with French law.
  • Reorganizing a family business into a formal structure - A vineyard or marine logistics firm in Gironde may restructure to a holding group to facilitate succession and asset protection, requiring careful governance and tax planning.
  • Cross border acquisitions or joint ventures involving Bordeaux entities - An investor acquiring a Bordeaux distributor needs a structuring plan that aligns with French and EU rules, including anti abuse and transfer pricing considerations.
  • Establishing employee equity plans under the PACTE framework - When offering stock options or profit sharing to attract talent in Bordeaux startups, you need compliant plan documents and tax-efficient structures.
  • Tax optimization and consolidation options for multiple subsidiaries - A group with subsidiaries in Nouvelle-Aquitaine may explore a “groupe fiscal” regime and intercompany arrangements to optimize IS and VAT implications.
  • Regulatory compliance for investment services or real estate investments - If you fund or trade securities or manage funds through a Bordeaux entity, you must follow CMF and AMF guidelines and disclosures.

3. Local Laws Overview

The following laws and regulations govern investment and business structuring in Bordeaux, with emphasis on practical implications for local enterprises.

Code de commerce - The core framework for business formations, corporate governance, and commercial obligations in France. It governs the creation of companies, directors, and the rights of shareholders, with updates reflected in national texts that apply across Bordeaux. See the official Code de commerce for text and amendments at Legifrance. Code de commerce.

Loi n° 2019-486 du 22 mai 2019 relative à la croissance et la transformation des entreprises (PACTE) - This reform introduced simplified creation procedures, greater flexibility for corporate structures, and extended investor options for growth. Effective dates and amendments are published on Legifrance. PACTE law.

Code monétaire et financier and Règlement Général de l'Autorité des marchés Financiers (RGAM) - These texts regulate investment services, market activities, and the disclosure duties of financial players in France. They are updated periodically to reflect EU directives and market practice. See Legifrance for the CMF text and AMF for RGAM guidance. Code monétaire et financierRèglement Général de lAMF.

In Bordeaux, practical administration occurs through the Greffe du Tribunal de Commerce de Bordeaux and the Centre de Formalités des Entreprises (CFE) via the Guichet-Entreprises network. Access to these services is centralized at Guichet-Entreprises, which guides filings, registrations, and compliance steps for new and growing businesses.

Guichet-Entreprises consolidates administrative steps across France for company creation and modification.

4. Frequently Asked Questions

What is the difference between a SARL and a SAS in France?

The SARL is typically owned by a small number of shareholders with strict governance. The SAS offers greater flexibility for shareholding and governance, making it popular with investors and founders. In Bordeaux, many startups choose SAS for fundraising flexibility.

How do I start a company in Bordeaux using the Guichet-Entreprises system?

Start by selecting the company form, prepare the required documents, and submit through Guichet-Entreprises. The process includes filing statutes, appointment of directors, and registration with Infogreffe and the RCS. Expect 1-3 weeks for initial registration depending on completeness.

What is a holding company and when should I create one in France?

A holding company owns other subsidiaries and can simplify consolidations and financing. It is commonly used when you plan multiple French or EU investments from a Bordeaux base. A lawyer helps structure it to optimize taxes and governance.

Do I need a lawyer for cross-border acquisitions in Bordeaux?

Yes. A lawyer coordinates due diligence, draft purchase agreements, and ensures compliance with French and EU rules. They also help structure the deal to minimize tax leakage and ensure enforceable protections.

How long does it take to register a company in Bordeaux?

Registration typically takes 1-3 weeks after all documents are complete. Complex structures or post-closing conditions can extend this to 4-6 weeks.

Which taxes apply to small businesses in Bordeaux in 2024?

Companies are subject to corporate tax (IS) and value-added tax (VAT), with rates aligned to national rules. The standard IS rate in France has been 25% for many entities since 2022; consult official tax resources for your exact thresholds and potential reliefs.

Can a non-resident invest in Bordeaux and structure ownership?

Yes, non-residents can own French entities, but they face French corporate and tax rules. A local lawyer ensures proper registration, tax residency considerations, and compliance with French anti-money laundering rules.

Should I consider employee stock options under PACTE for a Bordeaux startup?

Employee equity plans can align staff incentives with growth. The PACTE framework simplifies some aspects of issuing options, but you need precise documentation, valuation, and tax planning tailored to Bordeaux operations.

What is the timeline for a typical M&A deal in Bordeaux?

Deal timelines vary, but expect 2-6 months for a standard share purchase or asset deal, depending on due diligence scope, financing, and regulatory clearances. A structured timetable helps manage obligations in Bordeaux and beyond.

Is a French SAS more flexible than a SARL for foreign investors?

Generally yes, as SAS bylaws permit broader governance and investor flexibility. For foreign investors, this structure often facilitates equity allocation and exit strategies in Bordeaux-based ventures.

What is the process to obtain a Kbis extract for a new company in Bordeaux?

The Kbis is the official business registration extract. You obtain it after company incorporation, confirming legal existence, registered address, and governance data, which is essential for banking and procurement in Bordeaux.

5. Additional Resources

  • - Official access to French laws including Code de commerce and Code monétaire et financier. Legifrance
  • - Official portal for business creation, registration, and formalities. Guichet-Entreprises
  • - Regulator for investment services and market activity in France. AMF
  • - Official institution for intellectual property and corporate filings. INPI
  • - Official registry for corporate legal entities and Kbis extracts. Infogreffe
  • - Government portal with guidance for professionals and business formalities. Service-Public

6. Next Steps

  1. Define your objectives - Clarify whether you seek financing, tax optimization, succession planning, or cross-border expansion within Bordeaux and Nouvelle-Aquitaine. Timeline: 1-2 weeks.
  2. Gather essential documents - Prepare corporate documents, ownership structures, projected cap table, and a summary of tax position. Timeline: 1-2 weeks.
  3. Identify Bordeaux specialists - Search for lawyers with experience in SAS/SARL, cross-border deals, and PACTE compliance. Use Guichet-Entreprises and Infogreffe directories for referrals. Timeline: 1-3 weeks.
  4. Interview candidates - Conduct 3-5 consultations to assess fit, language capabilities, and approach to risk management. Timeline: 1-2 weeks.
  5. Verify references and track record - Check recent Bordeaux deals, client feedback, and regulatory complaints if any. Timeline: 1 week.
  6. Request a written proposal - Obtain scope, fee structure, and a draft engagement letter tailored to your Bordeaux project. Timeline: 1 week.
  7. Make a decision and sign - Choose the lawyer and finalize engagement, including milestones and invoice terms. Timeline: 1-2 weeks after proposals.

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The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation.

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