12.04 – Corporate Law – KOR


Our firm provides a full corporate service to facilitate the structuring, development, management and expansion of your business. Whether you are just starting out, encounter difficulties during the life of your business, or simply want to expand or diversify your offering, our lawyers can help set your business on the right course.

We represent clients from across industries, including manufacturing, new technologies, retail and consumer, entertainment, and ranging in size from sole proprietors to small and medium size companies.

We can help with every aspect of growing your business, from inception to exiting or preparing to sell a business. Our team also provides advice on operational changes and day-to-day commercial activities and governance issues.

Legal advice for start-ups and new businesses 

Setting up a new company can be an exciting but daunting endeavour. It is, therefore, absolutely crucial that you obtain expert legal representation, with an in-depth understanding of your business needs, to help you navigate the complex procedures associated with forming a company.

Our corporate expertise includes: 

  • explaining your options for structuring your business and clarify roles and legal responsibilities; 
  • advising on company formation; 
  • carrying out clearance searches confirming that your chosen company name and trade mark aren’t too close to those of another company before you register them; 
  • drafting articles of association; 
  • drafting shareholder agreements ; 
  • identifying and registering people with significant control over the company; 
  • registering your company at “Greffe du Tribunal de Commerce” with a registered address; 
  • assistance in opening bank accounts and tax registration; 
  • advice on Directors’ duties and responsibilities; 
  • acquisition of premises; 
  • negotiation of leases; 
  • general advice on running your new company, including obtaining licenses or permits, selling products online, importing goods, hiring staff, or storing and using personal information; 
  • ensuring that the commercial agreements you have in place are fit for purpose, including terms and conditions, distribution agreements, and a wider range of supplier contracts. 

Legal advice on business growth planning and mergers & acquisitions 

Whether through merger and acquisition or internal growth, you may reach a point where the current structure of your company is not fitted for the future you have planned.  

Our lawyers can assist you review your business’ existing position and advise what steps you can take to support future expansion. 

We are a boutique law firm, which means a single point of contact from start to finish for our clients, a better communication and therefore a less painful process. We help our clients navigate critical issues and negotiate transactions to their best economic benefit. 

Our M&A expertise includes: 

  • Drafting of NDA (non-discloser agreement) or confidentiality agreements; 
  • Drafting of letter of intent which sets forth the terms of the sale; 
  • Due diligence; 
  • Drafting of purchase agreement and all ancillary documents; 
  • Drafting and review of financing documents: loan agreement, security agreement, mortgages, guaranties, etc. 
  • Advice to boards of directors and other control persons on their fiduciary duties in corporate transactions; 
  • Regulatory compliance, including securities law and antitrust; 
  • Cross-border transactions, especially in relation with the USA, Japan, South Korea and China; 
  • Drafting and negotiating joint venture agreements; 
  • Drafting and negotiating commercial agreements; 
  • Drafting and negotiating shareholder agreements. 

Control of foreign direct investments in France 

Foreign direct investments (FDI) in business activities in France which, even if only occasionally, contribute to the exercise of public authority or jeopardise national interests are subject to prior authorisation from the Minister of the Economy in order to ensure the protection of public order, public security and national defence interests. Any investment that is carried out without authorisation from the Minister is deemed null and void. Investors are exposed to enforcement measures and sanctions if they fail to comply with regulations on foreign direct investments in France.

Even before the outbreak of the COVID-19 pandemic, France, like many other countries, has expanded the range of sectors within scope.

In light of this trend, our firm advises clients on potential foreign investment risks in France and assists them in all stages of the transaction, including :

  • Reviewing the activities of the French target company in order to determine whether or not the operation is eligible to FDI’s control; 
  • Conducting detailed diligence and analysis of potential risks; 
  • Exchanging with the French Ministry of the Economy, before initiating an investment transaction, in order to confirm if the French company’s activity falls within the scope of foreign investment screening; 
  • Drafting applications for authorisation to the French Ministry of the Economy; 
  • Negotiating and agreeing bespoke remedies in FDI and merger control cases; 
  • Assisting clients with any compliance requirements, etc.