Mac Mahon Avocats advises on restructurings involving French listed issuers — CAC 40 and SBF 120 constituents, Euronext Paris, Euronext Growth and Euronext Access — and their subsidiaries. These matters combine two sets of rules: French insolvency law (Book VI of the Commercial Code) and securities regulation.
| Topic | Applicable rule | Practical consequence |
|---|---|---|
| Inside information | Article 17, Regulation (EU) 596/2014 (MAR) | Disclose as soon as possible unless delay is justified and documented |
| Insider lists | Article 18 MAR | Maintained per transaction, advisers included |
| Dealing restrictions | MAR, closed periods | Managers' transactions restricted during negotiations |
| Confidential negotiation | Mandat ad hoc, conciliation | Statutory confidentiality, coordinated with delayed disclosure |
| Mandatory takeover bid | AMF General Regulation | Waiver required for recapitalising a company in proven financial difficulty |
General information only; this page is not legal advice.
The firm acts for the issuer, a shareholder, a creditor or a bidder, after conflict-of-interest clearance.
Yes. Mandat ad hoc and conciliation proceedings are subject to a statutory confidentiality duty. The issuer nevertheless remains bound by Article 17 of Regulation (EU) 596/2014: disclosure of inside information may be delayed only under strict conditions, including no misleading of the public and effective preservation of confidentiality, with notification to the AMF when the delayed disclosure is made.
Governed by Articles L.628-1 et seq. of the French Commercial Code, accelerated safeguard allows rapid court sanctioning of a plan prepared during conciliation where it is likely to attract sufficiently broad support. Issuers frequently use it to shorten the period of market uncertainty.
A plan may provide for debt-to-equity conversion submitted to the vote of affected-party classes, including equity holders where they are affected. Subject to conditions, the court may impose the plan on a dissenting class (cross-class cram-down, Article L.626-32). Article L.631-19-2 also allows, in judicial reorganisation and under strict conditions, a forced transfer of the controlling shareholders' shares.
Crossing the statutory thresholds triggers a mandatory bid in principle. The AMF General Regulation provides for waivers, in particular for subscriptions to the capital of a company in proven financial difficulty approved by the shareholders' meeting. The waiver must be sought from and granted by the AMF before completion.
Yes. A suspension may be requested or decided, in particular where information is asymmetric or pending a press release. Resumption of trading is arranged with the market operator and the AMF.
A first confidential discussion helps identify the appropriate proceeding (mandat ad hoc, conciliation, accelerated safeguard, safeguard, judicial reorganisation) and a timetable compatible with the issuer's disclosure duties.
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Law firm registered with the Paris Bar — 33 avenue Mac-Mahon, 75017 Paris, France.