We assist top executives, entrepreneurs and family-owned groups in all stages of their equity transactions: disposals, acquisitions, IPOs, P-to-Pr, tender offers, fundraising, LBO build-up, etc. We assist them with all aspects of these transactions, including financial review, negotiation and structuring.
Our team has deep experience with international and complex transactions, particularly those that include a stock market aspect (post-LBO IPOs, LBOs on listed companies), and has a solid figures driven culture. We are committed to acting as a facilitator and work effectively with our clients’ other advisers and their counterparties to help them to successfully complete their strategic transactions.
We assist managers, entrepreneurs and family shareholders with negotiating and structuring LBO transactions, whether the acquisition is a majority or minority stake, listed or non-listed, French or international.
We also assist our clients in structuring and implementing equity access instruments for management teams and employees, in both listed and unlisted companies.
Our involvement spans the initial set-up of the management investment, through to its unwinding or restructuring.
In particular, we specialise in designing and implementing long-term incentive and retention schemes for executives and managers, including long-term incentive plans (LTIPs). We structure and deploy mechanisms tailored to our clients’ strategic and capital structures — preference shares, founder warrants (BSPCEs), free share (AGA), stock options, and more — integrating legal, tax, and financial considerations. We ensure these arrangements are robustly structured and documented, maintaining consistency with existing governance frameworks and shareholder equilibria.
Our figures driven culture enable us to assist our clients in a pragmatic way and to work efficiently with all advisers on their transaction, while our independence from financial investors and banks guarantees a total absence of conflicts of interest.
We advise our clients on all their transactions and corporate law issues, whether in the context of one-off transactions (issuance of complex securities, equity restructuring, disposals, acquisitions, mergers, contributions, etc.) or in the context of monitoring intra-group relations or day-to-day legal needs.
We can also help our clients with establishing tailor-made governance systems to meet their needs at each stage of their development and to ensure the best possible transmission to future generations.
We advise founders and entrepreneurs at all stages of their projects, starting with incorporation and opening the share capital to investors (friends & family, series A and following series, etc.), through to their exit (LBO, sale to a trade buyer, IPO, etc.).
As we only advise managers and entrepreneurs, our focus allows us to always keep the interests and objectives of founders at the heart of negotiations, in transactions that often develop rapidly and that can be intense for them to experience. Our expertise in management packages and LBOs/MBOs/OBOs also guarantees our clients that we can support them over the life of their investment, depending on their own evolution as well as a long-term vision reaching well beyond the start-up environment.
We handle the full suite of investment documentation — term sheets, shareholders’ agreements, issuance of preference shares, anti-dilution mechanisms, liquidity provisions, and governance arrangements — with a structured approach that protects founders’ interests.
Our private equity and corporate finance experience enables us to anticipate the issues that will arise in future funding rounds and at exit, securing shareholder equilibria and value creation levers from the outset.
We advise families, entrepreneurs, and executives in structuring and restructuring their private and professional assets.
In both domestic and international contexts, we provide high-level strategic advice on wealth structuring.
• Our services include:
• Defining and implementing asset-holding and management structures;
• Advising on exceptional asset transactions (including acquisitions and disposals of movable and real property);
• Structuring private equity transactions;
• Planning international mobility (including transfers of tax residence and registered offices).
Given the diversity of our clients’ asset profiles and individual circumstances, we take a tailored approach grounded in a comprehensive analysis of their legal, tax, financial, and family considerations, with a view to implementing sustainable and effective holding structures.
We advise families, entrepreneurs, and executives in organizing and anticipating their estate planning strategy, in both domestic and international contexts.
Our involvement covers the transfer of businesses, professional assets, and private wealth, and includes in particular:
• Defining and implementing estate planning and/or matrimonial strategies;
• Defining and implementing anticipated gift strategies (including intergenerational transfers);
• Securing and implementing specific tax arrangements, such as the Dutreil regime;
• Establishing philanthropic vehicles;
• Anticipating and managing cash flows required to complete transactions (payment of inheritance taxes, mobilisation of deferred and instalment payment schemes, etc.).
These assignments most commonly form part of a broader wealth structuring mandate, which may involve prior or concurrent restructuring, and are conducted in line with our clients’ objectives — particularly regarding the preservation of shareholding structures and governance arrangements.
We assist corporate and individual clients with all their dealings and proceedings with the tax authorities.
With a focus on protecting our clients’ interests, we support them in managing their interactions with the tax authorities, including:
• Tax ruling applications;
• Responses to requests for information;
• Pre-litigation proceedings (including accounting audits, desk-based reviews, and personal tax investigations);
• Amicable settlement procedures;
• Contentious proceedings (before civil and administrative courts).
Our regular interactions with the tax authorities and our in-depth knowledge of their audit practices and priorities enable us to devise effective strategies — both amicable and contentious — to achieve the best outcomes across all categories of taxes, duties, and social contributions.
We advise companies, family groups, and executives on preparing, structuring, and securing their strategic transactions.
Our tax team’s expertise covers the full spectrum of private equity and capital markets transactions, including:
• LBOs (Leveraged Buyouts) and MBOs (Management Buyouts);
• Going-private transactions (public-to-private);
• Build-up strategies;
• Refinancings and dividend recapitalisations;
• IPOs (initial public offerings);
• Fundraising;
• M&A transactions.
We are recognized as market leaders in the structuring and negotiation of Management Packages in connection with LBO transactions.
More broadly, we have developed a comprehensive approach to corporate finance transactions, covering the full value chain of each deal: legal and tax structuring, transactional negotiations, implementation support, and management of tax audit and litigation issues.
We bring our market experience and know-how to bear on our clients’ issues to ensure all aspects of their transactions, considering the specific features of their sector and shareholder structure.
We assist companies, executives, and senior managers of listed and unlisted companies on all matters relating to their remuneration and the structuring of international mobility projects.
We advise on the legal and tax structuring of compensation and incentive arrangements — employee share ownership plans, management packages, fixed and variable remuneration, termination benefits, non-compete clauses, loss-of-employment insurance (GSC), etc. — as well as on the tax aspects of designing and implementing carried interest schemes.
We also advise clients on inbound and outbound assignment situations.
In the area of international mobility, we offer individuals and companies comprehensive and pragmatic advice that covers all applicable tax and legal aspects of departure from or return to France:
• Transfer and securing of tax residence;
• Pre- and post-transfer wealth structuring;
• Dealings with foreign institutions (trusts, foundations, foreign legal structures, foreign succession and matrimonial regimes);
• Assistance with reporting obligations and formalities arising from the movement of persons and assets.
We draw on an international network of trusted partners who share our standards of excellence to provide our clients with comprehensive advice covering both local and international legal and tax frameworks.
