Corporate

Ideally at the time of incorporation or upon the entry of a new shareholder (investor, co-founder). The agreement supplements the articles of association by organizing governance, the exit conditions (drag-along, tag-along, pre-emption), the non-competition clauses and the dispute-resolution arrangements. The earlier it is negotiated, the less conflictual it is.

BSA (share subscription warrants) are intended for third parties (advisers, investors) with a negotiated exercise price. BSA AIR are a fast financing tool with no fixed valuation. BSPCE are reserved for employees and executives of companies less than 15 years old: highly advantageous tax treatment, but strict award conditions.

Between 3 and 6 weeks on average for a standard transaction, depending on the complexity (number of investors, term-sheet negotiation, conditions precedent). For a fast raise via BSA AIR, the timeframe may drop to 2 weeks. For a Series A raise with a reworked shareholders' agreement, allow 2 to 3 months.

Yes, provided that the majority conditions set out in the articles and by law are met. An amendment to the articles generally goes through an extraordinary general meeting and requires a registry filing. Certain clauses (change of corporate purpose, relocation of the registered office, modification of the capital) require additional legal publicity.

For SAS companies, the conditions are those set out in the articles: decision of the president, the strategic committee, the shareholders, etc. For SARL companies, an ordinary general meeting is required to appoint or remove a manager. In all cases, the decision must be formalized in minutes and give rise to a publication with the registry.