FREQUENTLY ASKED QUESTIONS/How do I convene a General Meeting?/

Your company's paperwork

How do I organize a General Assembly meeting?

You need first to know that there are two types of General Assembly meetings:

  • Ordinary General Assembly meetings (also know as AGO): these General Assembly meetings are organized in order to make decisions that don’t modify the Articles of Association of the company.

To give you an idea of the types of decisions that fall within the competence of an AGO, here is an example: for a SARL, the decisions that compulsorily have to be made during an AGO according to the French trade legislation, are the following:

  • The approval of the financial statements
  • The allocation of profits
  • The appointment of the head of the SARL
  • The appointment of an external auditor if need be
  • The approval of regulated agreements
  • All the decisions that are solely made by the shareholders such as those regarding power limitation clauses.

 

  • Extraordinary General Assembly meetings (also known as AGE in France): the decisions made within the framework of an AGE  modify the company’s Articles of Association. For instance, a capital increase, a change of location for the company’s headquarters or a company’s name.

 

Regarding the period of notice to convene a General Assembly meeting:

You have to convene your General Assembly meetings in accordance with the period of notice that is provided for, depending on the legal for of your company.

In the case of an SAS, the shortest period of time between the notice and the date of the meeting is freely set in the Articles of Association of the company.

In the case of an SARL, the article R223-20 of the French Trade legislation mentions that the shareholders must be convened at least fifteen days before the date of the meeting, by registered letter.

 

 

After the convocation:

As soon as the shareholders are convened, the text of the proposed draft resolutions and all the necessary documents for the information of the shareholders are accessible to them in the company’s headquarters, where they can consult these documents. The shareholders can also ask for a copy of these documents. They can request to be sent these documents either simply by letter, or at their expense via a registered letter.

 

 

The Reports of the General Assembly meeting:

All the decisions made during the General Assembly meeting are reported in a document that recaps the location of the General Assembly, the time, the presence of the shareholders, the decisions that have been made as well as the votes for or against the resolutions. This report is called Procès-Verbal (PV). It must be signed by all the shareholders and kept by the company (In the case of an SAS, the President will be legally liable for the conservation of these reports)

If your company is in a growth momentum, your decision-making process must be efficient  and quick in order to best support your business growth. You thus must want your General Assembly meetings to be convened as easily as possible, and to document thoroughly your decisions, while avoiding any useless formalism.

 

In order to do so, Alf has provided for short period of notice to convene your general assembly meetings, as well as convenient methods to convene your meetings (notably via emails).

Alf provides you with all the templates necessary in order to organize your General Assembly meetings in the best possible conditions.


Alf
 assists you in incorporating you company in France, as well as managing all your company’s paperwork. To discover our services, please visit our website.

 

Read more:

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When do I need to appoint an external auditor to approve my company’s financial statements?

 

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