How to deal with existing pre-emption rights in private M&A transactions

08/05/2019 The Supreme Court recently ruled that the granting of a call option over an asset which is subject to a pre-emption right violates such pre-emption…

Multiple signing authorities in M&A agreements following recent contract law reform

22/03/2017 New rules on signing authorities were recently introduced in Article 1161 of the revised Civil Code in order to prevent direct and indirect conflicts…

Liability of parent companies in carve-outs

29/07/2015 On May 12 2015 the Court of Cassation – the highest judicial civil court in France – held that a parent company cannot be held liable for failing to…

Supreme Court affirms validity of bad leaver provisions

21/12/2016 In leveraged buyout transactions, institutional investors that retain the management team in order to continue to run the business often set up put…

Private M&A deals: Supreme Court validates substitution clause in share purchase agreement

18/12/2019 A recent Supreme Court decision validates the substitution mechanisms in the context of M&A transactions. The mechanism is particularly helpful in M&A…

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