Le prix dans les cessions de droits sociaux

Abstract : First of all, a shareholder who commits himself to sell his shares for a fixed price, regardless of the company’s results, does not take, in many cases, any part in profits or losses. Besides, a shareholder who can sell his shares for a fixed price because one has committed to buy them, does not take any part in profits or losses either. Therefore, those agreements can be said to be illegal, since the law requires that each shareholder takes part in profits or losses. Second of all, parties’ agreements which aim to fix a price corresponding to the firm’s value can render the contract invalid since such a price will sometimes be said not to be determined enough for the contract to be concluded. To avoid such difficulties, the law could be modified in a double way. On the one hand, rules which apply to contract of sale could be set aside when the buyer intend to take an active part in the company’s functioning, under the condition that the seller knows this intention. On the other hand, a distinction could be made between proper partners, who intend to take part in the company’s functioning, and investors who do not; the latter not having to share profits or losses anymore.
Document type :
Theses
Complete list of metadatas

Cited literature [123 references]  Display  Hide  Download

https://tel.archives-ouvertes.fr/tel-01130539
Contributor : Mathieu Stoclet <>
Submitted on : Thursday, March 12, 2015 - 10:32:12 PM
Last modification on : Thursday, February 21, 2019 - 9:56:04 AM
Long-term archiving on : Monday, April 17, 2017 - 11:14:21 AM

Identifiers

  • HAL Id : tel-01130539, version 2

Collections

Citation

Mathieu Stoclet. Le prix dans les cessions de droits sociaux. Droit. Université Lille II - Droit et Santé, 2008. Français. ⟨tel-01130539v2⟩

Share

Metrics

Record views

452

Files downloads

3436