Jean-Marie Denoel

An attorney specialising in corporate law and tax law, Jean-Marie DENOEL supports his clients in Lorient, mainly consisting of the following economic players:

• Regional and local SMEs
• Merchants
• Craft professions

Jean-Marie DENOEL’s working areas are as follows:

Company creation

Selection of legal form: commercial companies, private practice companies, or civil partnerships; Terms and Contributions (cash, in-kind, or of services); Shareholders’ agreements; Tax effects; Completion of various registration formalities.

Legal oversight of companies

Standard legal services: Creation of companies (preliminary consulting, drafting of articles of association, completion of formalities); Organisation, holding and oversight of meetings to approve company accounts; Support for companies and directors throughout the financial year.

Drafting of intra-group service provision agreements and tax integration agreements; Prevention and management of companies in difficulty, in collaboration with the other divisions of the firm.

Extraordinary legal services: Organisation, conduct and follow-up of Extraordinary Meetings of the company (admission of a new partner, transfer of headquarters, capital increase, capital reduction, conversion to SAS, SARL, etc.); Preparation of legal and tax engineering for transactions; Updates to articles of association; Completion of formalities; Relations between partners.

Establishment of shareholders’ agreements for companies; Negotiation of exits for minority shareholders and drafting of legal instruments (memorandum of understanding, deed of transfer, updating of articles of association).

Disposals, acquisitions and purchase of equity stakes

Transfer of companies: Participation in negotiations, drafting of securities transfer agreements, asset and liability guarantee clauses, as well as definitive deeds; Anticipation and management of asset transmissions (organisation and optimisation of inter-generational transfers).

Legal and tax optimisation of transmission arrangements for seller and buyer;

Conduct of acquisition audits; Implementation of asset and liability guarantees.

Transfer of businesses or similar operations: Drafting of deeds of transfer of complete business lines, business assets, craft businesses, presentation rights, lease rights; Transition to a company structure for individual entrepreneurs (artisans, merchants, private practice professions) with the preparation and drafting of the instruments associated with these operations (contribution contract, articles of association).

Equity investments / Financing: Coordination with business partners (investors, venture capital companies, support capital, development capital, etc.) and implementation of the most suitable financing methods (bonds, bonds with share warrants [OBSA], preferred shares, etc.).

Restructuring

Legal and tax optimisation for corporate groups.
Preparation and monitoring of mergers, divisions, partial business transfers.
Division of share ownership rights.
Where applicable, these operations are carried out in collaboration with the other departments of the Firm (employment law, intellectual property law, competition law, etc.).

Leases

Common law, commercial leases, residential leases, professional leases.
Subletting, assignment, renewal, termination, judicial determination of rents, eviction indemnities or indemnities for non-contractual occupation.

Tax law

Jean-Marie Denoel also works on tax law issues.
Legal and tax optimisation of transmission arrangements for seller and buyer; Anticipation and management of asset transmissions (organisation and optimisation of inter-generational transfers); Legal and tax optimisation for corporate groups; Implementation of tax consolidation; Preparation of legal and tax engineering for transactions involving company capital; tax rescript and approval requests; Anticipation, management and optimisation of asset transmissions; Preparation of tax declarations (income tax, wealth tax, tax shield); Resolution of conflicts with the tax authorities (assistance during audit procedures, interventions and representation before the courts, negotiations and settlements with the authorities); Real-estate taxation (acquisition, disposal, restructuring of professional and inherited real-estate assets).

Professional and personal real estate

Optimisation of real-estate strategy: consultations, recommendations, implementation of recommended solutions; Establishment of Real Estate Civil Companies; Establishment of holding companies for stakes in Real Estate Civil Companies.