Choosing the right legal structure

The choice of corporate form should never be an automatic decision. It is a structuring decision that has a lasting influence on:

• governance and the balance of power;
• decision-making (management body, general assembly, quorum, majorities);
• the regime of securities and the transferability of shares;
• the flexibility of entry or exit for investors;
• the distribution of profits and the dividend policy;
• the protection of founders, minorities, and executives.

Concorde helps its clients compare options and choose the structure best suited to their objectives: growth, transfer, fundraising, asset protection, implementation of an incentive management, stability of control, etc.

A structure that goes beyond the articles of association

The bylaws are essential, but they are not enough to organize the real life of shareholders. Often, difficulties do not arise from an illegal act, but from silence: what was not anticipated, discussed, and written down when everything was going well.

That is why the firm emphasizes the importance, from the very beginning, of structuring the shareholding through shareholder agreements (shareholder pacts), conceived as a true "governance contract" between partners.

These agreements allow for the organization of, in particular:

• the distribution of powers and control rights;
• specific governance arrangements (composition, appointment, dismissal, veto, committees, information);
• the profit distribution policy (dividends, reserves, preference mechanisms, remuneration priorities);
• the conditions for entry and exit (transfers, valuation, timeline, lock-up);
• the management of blocking risks and the continuity of the business.

Securing the future today

Shareholder disputes have one thing in common: they almost always explode during a triggering event (strategic disagreement, need for liquidity, arrival of a third party, buyout opportunity, divorce, death, personal conflict, crisis of confidence).

A carefully drafted shareholder pact that is truly tailored to the individuals and the project precisely allows for the management of these moments of rupture, notably through:

• preemption clauses: priority given to existing partners in the event of a transfer;
• preference clausesor equivalent mechanisms: organization of a priority right or order of priority;
• approval clauses, lock-up, or transfer limitation when the stability of the shareholding is essential;
• structured exit mechanisms(options, pricing methods, steps, guarantees).

The goal is simple: to prevent the company from becoming the hostage of an unanticipated departure, a conflict between individuals, or a high-stakes negotiation.

Alternative dispute resolution

Planning for amicable solutions is not a sign of distrust: it is a proof of maturity. Concorde often incorporates, in the preventive logic of agreements, clauses designed to avoid escalation:

• conciliation or mediation mechanisms;
• structured discussion obligations and resolution timeline;
• “deadlock” clauses (exit in case of a deadlock) adapted to the actual power dynamics;
• organization of information and alert channels.

A well-thought-out clause can prevent a lengthy, costly, value-destructive procedure and sometimes irreversible.

A preventive approach

The creation of a company is the moment when everything can still be organized calmly. It is also the moment when the risk of conflict is downplayed.

The strength of a shareholders' agreement is not in being “standard.” It lies in having been analyzed, negotiated, prepared, and then drafted for a specific project, specific individuals, and a realistic company trajectory.

This is precisely the assistance that the Concorde firm provides: a complete legal structuring, with governance designed as a tool for stability, growth, and protection. Because a well-structured company from its inception does not avoid all disagreements. But it prevents a disagreement from becoming a crisis.