Kohen Avocats, company law in Rouen
Company law lawyer in Rouen: shareholders, directors, share transfers
Shareholders' agreements, general meetings, shareholder disputes, removal of directors, share transfers: as a company law lawyer in Rouen, the firm secures corporate life and argues its crises. You may choose your lawyer at will, whatever their bar.
Prompt, confidential response. In business, time is an asset: the earlier counsel steps in, the more options remain open, negotiation included.
Company law · Rouen
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Contact the firm. Our lawyers advise and defend shareholders, directors and companies in Rouen: agreements, general meetings, share transfers, disputes — then on appeal where necessary.
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Kohen Avocats, Paris 17
Company law in Rouen, explained
Company law · Paris 17th
What a company law lawyer in Rouen does
- Paris Bar
- Company law
- Firm in Paris 17th
Lawyer at the Paris Bar — company law, shareholders and directors.
Business law is played out on two fronts. First, the amicable stage: formal notice, negotiation, settlement agreement — most commercial disputes are resolved before any hearing when they are taken up early. Then the court: in Rouen, the commercial court (tribunal de commerce) of Rouen, 4 passage de la Luciline, hears disputes between traders and disputes involving commercial companies under Article L. 721-3 of the French Commercial Code (Code de commerce)); disputes over the status of commercial leases fall mainly to the judicial court of Rouen, 34 rue aux Juifs. No rule requires you to choose a local lawyer. Confidential first conversation on +33 6 46 60 58 22.
Send what you have, even if incomplete: the firm will prioritise and complete the file with you. In an emergency, call +33 6 46 60 58 22.
Official profile in the directory of French lawyers (CNB)Firm at 11 rue Margueritte, 75017 Paris
Articles and shareholders' agreements
Well-drafted articles of association (statuts) and a shareholders' agreement prevent most crises: approval clauses, pre-emption, exit, inalienability, governance — everything is put in writing.
Shareholder disputes
Deadlock, abuse of majority, exclusion: where there is no agreement on the exit price, an expert sets it under Article 1843-4 of the French Civil Code (Code civil) — and the judge decides the rest.
Directors and share transfers
Removal, liability for mismanagement, share transfers and warranty and indemnity agreements (garanties d'actif et de passif): the firm drafts, negotiates and argues.
Key points
Business litigation: your courts, one method
Address, contacts, appeals: practical points of reference.
- Disputes between traders, commercial companies: Rouen commercial court, 4 passage de la Luciline, 76000 Rouen — tel. 02 35 71 42 95 (Article L. 721-3).
- Status of commercial leases: Rouen judicial court, 34 rue aux Juifs, 76000 Rouen — tel. 02 35 52 87 52, for the most part of such disputes.
- Appeals against judgments lie to the Rouen court of appeal, 36 rue aux Juifs, 76000 Rouen, within one month (Article 538 of the French Code of Civil Procedure).
- In urgent cases, the president rules in urgent application proceedings: an interim payment where the debt is not seriously disputable, protective measures in the event of a manifest disturbance (Article 873 of the Code of Civil Procedure).
The firm, based rue Margueritte in the 17th arrondissement of Paris, advises and defends company directors, traders and companies in Rouen; where the law requires a local lawyer to act as postulant, it arranges this with a colleague from the jurisdiction. What matters: command of the subject and availability, from the first appointment to the hearing.
Corporate life
Corporate life: deciding, supervising, transferring
From general meetings to share transfers: form protects substance, and time limits are short.
Position A
Deciding and supervising
- Notices, quorums, majorities: the regularity of general meetings determines the validity of corporate decisions.
- Actions for nullity of corporate decisions are subject to a two-year limitation period (Article 1844-14 of the Civil Code, 2025 reform).
- Related-party agreements (conventions réglementées), director remuneration, shareholder current accounts: every flow between the company and its shareholders should be documented.
Position B
Transferring and exiting
- Transfer of shares: approval, pre-emption, warranty and indemnity agreement — the drafting is what secures the transaction.
- Where there is no agreement on the price of the shares, an expert sets it, appointed by the parties or by the president of the court (Article 1843-4).
- Disputes between shareholders of a commercial company fall within the jurisdiction of the commercial court (Article L. 721-3).
The reflex: put it in writing before the crisis — articles of association, shareholders' agreement, minutes. When the dispute breaks out, these documents are what win.
The firm acts across the whole life of companies:
- Shareholders' agreements
- General meetings
- Share transfers
- Warranty and indemnity agreements
- Removal of directors
- Dissolution and liquidation
Companies
Companies and shareholders: securing, and deciding when necessary
Corporate life produces its crises: they are prevented in writing and resolved by law.
Shareholders stage
Shareholder disputes
Deadlocked decisions, abuse of majority rights, exclusion: the exit often comes through the transfer of the shareholder's rights in the company, and failing agreement on the price, an expert sets it (Article 1843-4 of the French Civil Code).
Directors stage
Mandates and liability
Removal, remuneration, related-party agreements, liability for management fault: the director is protected by articles of association and minutes kept with rigour.
Transactions stage
Transfers and warranties
Sale of a business or of shares, warranty and indemnity agreement, due diligence: every clause carries weight, and the drafting makes the transaction secure.
Nullities stage
Nullities: two years
Actions for nullity of the company or of corporate decisions are subject to a two-year limitation period (Article 1844-14 of the Civil Code, as worded following the 2025 reform).
The ordinary commercial limitation period is five years (Article L. 110-4 of the Commercial Code); for commercial leases, two years. Dating the starting point precisely is often half the case.
Timeline
From dispute to court: how it unfolds
The typical stages of a business case handled by the firm in Rouen.
The dispute
Unpaid invoice, terminated contract, blocking shareholder: date the facts and gather contracts, emails and accounting documents from day one.
The consultation
Analysis of the contracts, time limits and evidence; quantification of the debt or the loss; choice of route: negotiation, urgent application, payment order or full proceedings on the merits.
Formal notice
A lawyer's letter, precise and quantified, resolves many commercial disputes; it fixes the parties' positions and prepares the court stage if it proves necessary.
The writ of summons
Failing agreement, the case is brought before the Rouen commercial court — by urgent application for an interim payment where the debt is not seriously disputable (Article 873 of the Code of Civil Procedure).
The hearing and the decision
Submissions, accounting documents, an expert assessment if needed: each claim is quantified and proved, interest and costs included.
The appeal
The judgment may be appealed within one month to the Rouen court of appeal, 36 rue aux Juifs, 76000 Rouen (Article 538 of the Code of Civil Procedure); provisional enforcement applies as of right.
Preparing your case
The documents to gather
The checklist that carries weight, in negotiation as before the judge.
- The contracts: general terms of sale, purchase orders, commercial lease, articles of association and shareholders' agreements.
- Invoices, account statements, payment schedules, acknowledgements of debt.
- Formal notices and replies, decisive emails, minutes of meetings.
- Minutes of general meetings and board meetings, management reports, annual accounts.
- Kbis extracts, deeds of transfer, warranty and indemnity agreements, pledges.
- Reports by a court bailiff (commissaire de justice), out-of-court expert reports, accounting correspondence.
Verified reference points, Commercial Code and Civil Code
The rules of the game, in black and white.
The rules that govern shareholders, directors and share transfers — the ones the firm relies on in Rouen, with the text to support them.
5 years
Commercial limitation period, Article L. 110-4 of the Commercial Code
Obligations arising between traders, or between traders and non-traders, are subject to a five-year limitation period, unless shorter periods apply.
2 years
Corporate nullities, Article 1844-14 of the Civil Code
Actions for nullity of the company or of corporate decisions are subject to a two-year limitation period, following the reform that came into force in 2025.
Expert valuation
The exit price, Article 1843-4 of the Civil Code
Where there is no agreement on the value of the shares, it is set by an expert appointed by the parties or by the president of the court.
Commercial court judge
The company judge, Article L. 721-3 of the Commercial Code
Disputes relating to commercial companies fall within the jurisdiction of the commercial courts — in Rouen, the Rouen commercial court.
1 month
Appealing the decision, Article 538 of the Code of Civil Procedure
An appeal by the ordinary route must be lodged within one month in contentious matters; the case returns before the Rouen court of appeal, 36 rue aux Juifs, 76000 Rouen. Provisional enforcement applies as of right.
Official source. Articles 1843-4 and 1844-14 of the Civil Code; articles L. 110-4 and L. 721-3 of the Commercial Code; article 538 of the Code of Civil Procedure
These benchmarks, set by law, apply in Rouen as everywhere in France. Applying them is built case by case, document by document.
Frequently asked questions
Your questions: company law
Can a Paris lawyer handle my company law matter in Rouen?
Yes. Drafting articles of association and shareholders' agreements, general meetings and share transfers know no bar boundaries; the firm handles its matters in Rouen from start to finish.
Before the commercial court, where the law requires representation by a local lawyer (avocat postulant), the firm arranges it with a colleague from the jurisdiction.
The firm, based on rue Margueritte in Paris's 17th arrondissement, acts for shareholders, directors and companies in Rouen.
What is a shareholders' agreement for?
To plan for the crisis before it arrives: entry into and exit from the share capital, approval, pre-emption, inalienability, governance, resolution of deadlocks.
The agreement supplements the articles of association and remains confidential between its signatories; breach of it is remedied by damages, and sometimes by specific performance.
The firm drafts agreements that can be argued in court: each clause is designed with the dispute it prevents in mind.
How can I leave a company when nothing is working?
First by transferring your shares: negotiated, or organised by the articles of association and the shareholders' agreement (approval, pre-emption, tag-along).
Where there is no agreement on the price, an expert sets it, appointed by the parties or by the president of the court (Article 1843-4 of the Civil Code).
In extreme cases, dissolution for a disagreement that paralyses the running of the company can be argued — the firm uses it only as a last resort.
A general meeting was improperly held: can I challenge it?
Yes, under strict conditions: notice, quorum, majority, abuse — the irregularity is assessed against the law and the articles of association.
Since the 2025 reform, actions for nullity of corporate decisions are subject to a two-year limitation period (Article 1844-14 of the Civil Code).
The firm analyses the minutes and articles of association, and weighs nullity, liability and negotiation.
Which court hears company disputes in Rouen?
Disputes relating to commercial companies fall within the jurisdiction of the Rouen commercial court, 4 passage de la Luciline, 76000 Rouen — telephone 02 35 71 42 95 (Article L. 721-3 of the Commercial Code).
Civil companies fall within the jurisdiction of the Rouen judicial court, 34 rue aux Juifs.
Appeals lie to the Rouen court of appeal, 36 rue aux Juifs, 76000 Rouen, within one month.
I have been removed as a director: what are my rights?
It all depends on the form of the company and its articles of association: removal at will, for just cause, or governed by the shareholders' agreement — with or without compensation.
An abrupt or humiliating removal gives rise to a right to compensation, even where the removal itself is regular.
The firm negotiates directors' exits and argues abusive removals.
What does a director risk in terms of personal assets?
Mismanagement can engage the director's civil liability; in a liquidation, the shortfall in assets may be attributed to the director under certain conditions.
Personal guarantees given to banks remain the most frequent risk — they can be negotiated and challenged.
The firm defends directors who are pursued and secures their commitments in advance.
How can I secure a transfer of shares?
First through due diligence, then through the deed: price and terms, representations and warranties, a warranty and indemnity agreement with its floors, caps and durations.
Approval and pre-emption clauses in the articles must be cleared before signing — an irregular transfer can be challenged.
The firm drafts and negotiates the full set of documents, for the seller as for the buyer.
What can the firm do in an emergency?
Apply to the president of the court by urgent application (référé): appointment of an agent or interim administrator in case of deadlock, protective measures, interim payment (Article 873 of the Code of Civil Procedure).
Secure the evidence: bailiff's reports, escrow arrangements, preventive expert assessments.
In an emergency, call directly: the first consultation serves to secure the position, then to build the case.
What are the fees for a company law matter in Rouen?
Fees are set out in a written agreement, in accordance with Article 10 of the Law of 31 December 1971: before committing, the client knows what the assignment covers and what it costs.
The firm favours fixed fees by stage: consultation and strategy, drafting of documents, proceedings, appeal.
A quote is prepared after the situation has been reviewed. First conversation on +33 6 46 60 58 22.
Sources and related pages
Official texts and related pages
The sources for this page and the firm's related areas of practice.
Further reading
Page updated on 7 August 2026.
A company law question in Rouen?
Contact the firm. Our lawyers advise and defend shareholders, directors and companies in Rouen: agreements, general meetings, share transfers, disputes — then on appeal where necessary.
The latest news.
What our clients say
Best real estate law and business law lawyer in Paris. A humane and attentive lawyer, with a wonderful team. Thank you, Maître KOHEN
Translated from French
Thank you to Maître KOHEN for his analyses of recent case law on fraudulent non-disclosure in property sales. It reassures me about an action for annulment that I am considering after buying a house affected by serious defects intentionally concealed by the seller and not reported by the estate agent; also defects (rising damp) characterised by spreading through-cracks and damp stains, not reported by the estate agent… Worse, defects concealed by the latter or at his instigation, under a coat of paint and by polystyrene tiles glued to the ceiling of a bedroom. And the said estate agent drafted the preliminary contract, which of course contains no information about any of these defects. Just to add that, being 77 years old and suffering from cognitive impairment, I am certain that the estate agent thought I would not be able to discover the deception and above all to establish the fraudulent intent, still less to bring legal proceedings given the complexity and length of the procedure... That is why I am opting for the criminal route, insofar as the intentional concealment of the defects by the seller and then by the estate agent amounts to the fraudulent manoeuvres of art. 313-1 of
Translated from French
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Translated from French
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Translated from French
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A precise and concrete analysis and an immediate response. Excellent.
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Translated from French
I would like to warmly thank Maître Esther Cornu for her professionalism, her availability and the quality of her support. In a case of particular importance for my professional future, she showed great responsiveness, rigour and a gift for explaining things, taking the time to answer my questions precisely and to explain the various legal steps to me. I particularly appreciate the clarity of her analyses, her seriousness and her commitment in following up my case. Many thanks to Maître Esther Cornu for listening and for her support. I highly recommend!
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Translated from French
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