Economic interest grouping (EIG)
Creation of an EIG to facilitate or develop the economic activity of its members: by-laws, governance, contributions, joint and several liability of the members.
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Inter-company cooperations make it possible to pool resources, skills or projects without creating a common capital structure. They require a precise contractual framework to avoid deadlocks and clarify responsibilities. We structure EIGs, consortia and contractual cooperations tailored to your business objectives.
→ What we cover
Creation of an EIG to facilitate or develop the economic activity of its members: by-laws, governance, contributions, joint and several liability of the members.
A contractual framework to respond to a call for tenders or carry out a joint project (construction, R&D): allocation of roles, risks and benefits.
Cooperation without creating an entity, framed by a partnership agreement: purpose, duration, contributions, governance, exit. An alternative to the equity JV.
Cooperation in research and development: scope, contributions, intellectual property of the results (shared, licensed, assigned), commercial exploitation.
Cross-distribution, co-marketing, co-branding, commercial partnerships: purpose, exclusivity, duration, articulation with the partners' GTC.
Verification of compliance with competition law: framed exchanges of information, absence of price-fixing, calibration of the cooperation undertakings.
→ Our approach
01
Definition of the objectives (pooling, market access, risk-sharing), the partners, the scope and the contemplated duration.
02
Weighing between EIG, consortium, contractual JV, equity JV according to the objectives, taxation, liability and duration.
03
Drafting the by-laws (EIG), the consortium or partnership agreement, the schedules (specifications, contributions, IP, governance, exit).
04
Advice on implementation, management of changes in scope, handling of any disagreements, steering of the exit or transformation.
→ Who we help
Forming a consortium between several companies to respond to a public call for tenders: allocation of the lots, project governance, liability towards the client.
Creating an EIG between professional firms to pool resources (premises, equipment, support services) without commercial integration.
R&D cooperation agreement between a company and a laboratory or a university: scope, contributions, ownership and exploitation of the results, conditions of publication.
Commercial partnership between two brands for a joint campaign or product: purpose, duration, exclusivity, intellectual property, sharing of costs and revenues.
→ Q&A
The EIG is designed to facilitate the economic activity of its members, without generating its own distributable profits. A common company (SAS) has its own activity and distributes dividends. The EIG is suited to the pooling of resources; the company to a commercial project in its own right.
The members of an EIG are indefinitely and jointly and severally liable for the grouping's debts. This is a strong feature that must be anticipated in the choice of structure: an EIG is better suited to solid and trusted partners.
Several schemes are possible: co-ownership of the results, ownership by one partner with a licence to the others, ownership according to contributions, separate exploitation by field of application. The choice depends on the contributions, the commercial objectives and the exploitation strategy.
Cooperations between competitors may constitute prohibited cartels. Sensitive areas are: exchanges of strategic information, price undertakings, market-sharing. A case-by-case analysis and a precise contractual framework are essential.
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