Bo&cie Executive

From the first stages of reflection, we support the manager in the legal, fiscal and asset structuring of his project, by designing an organization adapted to his personal development goals, beyond that of his structure.

• Implementation of structures adapted to the objectives of the manager, choice of the most relevant legal form (SAS, SARL, SCI, holding, etc.), according to economic, fiscal and asset objectives
• Global and tailor-made tax advice from the time of the creation of the company to anticipate the transfer
• Structuring the ownership of professional real estate (SCI, dismemberment, holding)
• Customized drafting of statutes, partner agreements and intra-group agreements, in order to secure governance and relationships between partners

We enlighten the Manager on the decisions relating to his personal situation, by optimizing his status and his remuneration, in order to achieve his own objectives, beyond those of his structure.

• Support for the transition phase (from employment to entrepreneurship)
• Cumulation of employment contract/Social mandate
• Social and fiscal optimization of executive remuneration
• Social protection for managers/corporate officers
• Negotiating and securing partners' agreements
• Incentive schemes (Management packages): BSPCE, AGA, AGA, stock-options, LTIP, RSU, BSA etc.

We support managers and their companies in their growth, development, and exit projects, in particular by carrying out their capital transactions, the acquisition-sale of their shares, the management of their professional real estate and their business reorganizations:

• Structuring growth transactions (fundraising, takeovers/partial or total sales of shares and/or businesses)
• Intra-group restructuring, governance and corporate life
• Structuring the ownership of professional real estate (SCI, dismemberment, holding)
• Customized drafting of shareholder agreements and intra-group agreements, securing governance and relationships between partners
• Corporate real estate management: leases, intra-group relationships, taxation

We support managers in the prevention, analysis and management of risks related to their civil or criminal liability, with respect to third parties as well as shareholders.

Our approach, which is both preventive, strategic and defensive, aims to secure the exercise of their functions by identifying areas of vulnerability, setting up appropriate mechanisms (governance, delegations, insurance, etc.), and providing assistance in the event of a complaint.

Whether it is a question of management mistakes, breaches of legal or contractual obligations (pacts), conflicts of interest or post-transfer disputes, we intervene at every stage to protect their interests:

• Responsibility audit: identification of specific risks related to governance and the status of managers.
• Management of relationships with shareholders or third parties: negotiation of the terms of shareholders' agreements governing management functions, supervision and assistance in making sensitive decisions
• Litigation and pre-litigation civil or criminal liability defense, negotiations of memoranda of settlement agreements

We are at the side of the Manager when his functions are undermined:

• Assistance to the manager in a shareholder conflict
• Revocation of corporate mandate
• Negotiation of the termination of an employment contract and the terms of exit from the company
• Transactional Memorandum of Understanding

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We support managers in anticipating and organizing the transfer of their business, by developing a global asset strategy integrating both the structuring of their professional and personal assets:

• Dutreil pact
• Family By Out
• Donation advice:
  
  • Donation before transfer
  • Donation-sharing
  • Transgenerational donation.
    
• Global advice on estate and wealth planning
• Transfer of the business:
  
  • Risk audit: data room, due diligence
  • Letters of intent
  • Confidentiality agreements, exclusivity, firm offers
  • Strategy advice
  • Negotiation and drafting of contracts (asset and liability guarantees, financing, shareholders' agreements, etc.)
  • Signing/Closing
  • Post-closing conformity assessment
• Partners' agreements and statutory arrangements
• Mandate for future protection and mandate with posthumous effect.
• Donation advice:
  
  • Donation before transfer
  • Donation-sharing
  • Transgenerational giving
• Global advice on estate and wealth planning
• Transfer of the business:
  
  • Risk audit: data room, due diligence
  • Letters of intent
  • Confidentiality agreements, exclusivity, firm offers
  • Strategy advice
  • Negotiation and drafting of contracts (asset and liability guarantees, financing, shareholders' agreements, etc.)
  • Signing/Closing
  • Post-closing conformity assessment
• Partners' agreements and statutory arrangements
• Mandate for future protection and mandate with posthumous effect.

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