COMMERCIAL & BUSINESS LAW

M&A – RESTRUCTURING

• Company acquisitions and disposals
  • Strategy development
  • Negotiation and document drafting
• Merger strategies / Joint ventures:
  • Tax & Legal structuring
  • Strategy development
  • Negotiation and document drafting
• Restructuring companies or groups
  • Selecting the most suitable restructuring method
  • Drafting documentation substantiating the restructuring process
  • Supervision and coordination of different stakeholders
• Transfer of family groups:
  • Transfer strategy
  • Understanding theissues surrounding assets and inheritance

FINANCING OPERATIONS

• Tax & Legal structuring for investments
• Negotiating contractual elements for equity financing transactions
• Implementing equity financing transactions
• Negotiating and drafting documents related to debt transactions
• Launching crowdfunding projects: adapting articles of association and shareholders’ agreements
• Drafting documents to substantiate fundraising programmes

ROUTINE CORPORATE FORMALITIES

• Assistance in choosing the legal form based on tax, legal, social and operational constraints.
• Drafting/negotiating all the standard legal documentation for companies.
• Legal secretariat (individual entities and groups of companies)

ADVISING DIRECTORS AND SHAREHOLDERS

• Assessing risks and determining the strategy to adopt in terms of tax & legal considerations
• Managing difficulties and disputes between partners or between partners and directors

COMMERCIAL LAW

• Advice and drafting of commercial agreements
• Advice and drafting of commercial leases
• Managing commercial disputes

In the interests of maintaining our professional independence, we have developed an international network of ad-hoc independent professionals, selected for their expertise and knowledge in a specific sector. These lawyers and/or tax professionals are based in Europe, North America and in Asia/Oceania. They assist us in structuring and coordinating cross-border projects.

FRÉDÉRIC GUY

Partner

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STÉPHANE SYLVESTRE

Associated Partner

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ROUSHMINA GHEESAH

Legal Assistant

TAX

The Tax department is led by Arnaud Bertrand & Laurence Bois. Vera Dotseva is assisting as a Senior Associate.

Our department deals with all corporate tax issues:

ROUTINE OPERATIONS

• Assistance and advice in calculating taxable profit
• Assistance and monitoring of tax groups
• Diverse questions on tax and VAT
• Handling questions related to the application of tax agreements
• Support in routine communications with the tax authorities

TRANSFER PRICING POLICY

• Support and advice on transfer pricing policies within international groups
• Drafting transfer pricing documentation and assistance in preparing specific transfer pricing declarations
• re-structuring operationsSupport and re-structuring for external growth operations in France or abroad
• Advice and assistance during reorganisation projects (mergers, partial asset contributions, spin-offs, etc.)
• Assistance and monitoring for tax groups
• Diverse questions on tax and VAT

TAX DISPUTES

• Support during audits
• Assistance with litigation before civil and administrative courts.
• Drafting different court documents

In the interests of maintaining our professional independence, we have developed an international network of ad hoc independent professionals, selected for their expertise in specific sectors. As lawyers and/or tax professionals, our correspondents are based in Europe, North America and in Asia/Oceania. They assist us in structuring and coordinating cross-border projects.

CÉDRIC GUYADER

Partner

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MARTA KOUNOVA

Associate

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LÉA GONZALEZ

Associate

LABOUR LAW

Our social & labour law teams work in all areas of labour law and welfare legislation, in coordination with the Dispute resolution department.

We work closely with our clients from the moment the dispute develops up to litigation, to ensure we have a perfect understand and mastery of the cases.

Our department deals with the following matters:

INDIVIDUAL EMPLOYEE RELATIONS

• Drafting employment contracts
• Assistance
• Strategy and formalities for cases of contract termination or pre-termination requirements.
• Disciplinary Law
• Dismissal
• Mutually agreed employment termination
• Negotiation of termination settlement
• Decision-making assistance
• Drafting settlement agreements
• Assistance in negotiating and drafting contracts for directors and managers

TRADE UNION/COLLECTIVE RELATIONS

• Collective restructuring and redundancy projects
• Business transfer projects
• Negotiating and drafting collective bargaining agreements
• Labour disputes

URSSAF DEFICIENCY NOTICE

• Answer to letter of observations
• Validity of re-assessment notice in substance and in form
• Amicable settlements
• Litigation over the assessment base
• Disputes over procedural irregularities

Any type of dispute related to individual and collective labour relations.

INTERNATIONAL ASSIGNMENTS / COMPENSATION & BENEFITS

All issues relating to remuneration, employment status and social benefits for directors and mobile employees are dealt with by our department from a legal, financial, labour and tax angle, by considering all possible impacts both in France and internationally.

The many assessments and ensuing recommendations/solutions also result from the wide experience, rigour, pragmatism and requirements of our clients.

This department is led by Olivier Mainguet and Frédéric Gorce.

INTERNATIONAL Assignments

• Development and assistance in drawing up the international mobility policy
• Developing packages for employees and directors
• Setting up complex transnational contractual structures
• Complex questions on tax & social security equalisations
• Status of directors and employees with regard to immigration, social security coverage and income tax issues.
• Developing strategies to increase attractiveness for international directors and managers
• Redundancy, departure and retirement for international managers
• Retirement & social protection strategies for international managers
• Immigration status in France and abroad

Compensation & BENEFITS

• Developing optimised employment packages and social security coverage
• Employer cost projection and “net-in-pocket” comparisonTax & social security planning opportunities on remunerationTax & social security treatment of assignment-related compensation
• International comparison of compensation & benefits

DEFERRED COMPENSATION

• Tax & social security treatment of French and international instruments of deferred compensation
• Adaptation of foreign equity-based programs
• Tax & social security strategies applied to international equity-based programs
• Employer cost projection and “net-in-pocket” comparison

INDIVIDUAL TAXATION

• Tax obligations for residents and non-residents of France for tax purposes; preparation of annual income tax returns
• Assistance in meeting tax obligations outside of France
• Complex questions related to applying international tax treaties.
• Tax litigation: Answering requests for information & tax reassessment notices, claims, initiating civil or administrative proceedings
• Weath Tax
  • Support and advice when transferring assets (business transfer, etc.)
  • Wealth tax returns and planning opportunitiesDNVSF (tax authority) regularisations
  • Questions concerning tax management of trusts and estates in France and abroad

ARTISTS AND SPORTS PERSONALITIES

• Structuring contractual arrangements and remunerations
• Defining tax and social security obligations in France and abroad
• Determining the liabilities of producers, broadcasters, booking agencies, etc.
• International consequences of French social security and tax obligations
• Cost projection and “net-in-pocket” comparison artists/sportsmen

In the interests of maintaining our professional independence, we have developed an international network of  ad hoc correspondents, selected for their expertise in a specific sector. As lawyers and/or tax professionals, our correspondents are based in Europe, North America and in Asia/Oceania. They assist us in structuring and coordinating cross-border projects.

OLIVIER MAINGUET

Partner

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FRÉDÉRIC GORCE

Partner

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LAURENCE BOIS

Partner

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CÉDRIC GUYADER

Partner

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VERA DOTSEVA

Associate

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MARTA KOUNOVA

Associate

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LÉA GONZALEZ

Associate

LITIGATION

Led by Benjamin Sarfati, Intervista’s dispute resolution department works just as much to proactively anticipate legal risks – at the negotiation stage of contracts, or for example by setting up powers of attorney – as to provide a robust defence for its clients before the commercial, civil, criminal and labour courts.

Whenever possible, the dispute resolution department team focuses on finding alternative solutions for settling disputes, mainly through mediation and collaborative law.

When this is not possible, the team steep themselves in their clients’ culture to defend them successfully right up to the court hearing. All team members get fully involved in this process.

ALTERNATIVE DISPUTE RESOLUTION METHODS

• Mediation
• Collaborative law

BUSINESS LITIGATION

• Arbitration
• Economic litigation
• Corporate litigation
• Banking and financial litigation
• Criminal litigation for business
• Collective insolvency
• Enforcement procedures/ Asset tracking
• Disputes over intellectual property in collaboration with the firm’s audiovisual department
• Labour disputes, in collaboration with Investa’s labour department

OUR SECTORAL EXPERTISE :

• Film and Television
• Publishing
• Advertising
• Internet
• Banking
• Transport
• Aerospace sector
• Food industry

BENJAMIN SARFATI

Partner

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MARTA KOUNOVA

Associate

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LAURIE METGE

Associate

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LÉA GONZALEZ

Associate

MARC-EMMANUEL VUAILLAT

Partner

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CÉDRIC MONNERIE

Partner

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HUBERT CAILLARD

Partner

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ÉVA COUDURES

Associate

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MARC-OLIVIER BING

Associate

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CAMILLE CAILLAUD

Associate

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CHARLES BIN

Associate

CINEMA, ENTERTAINMENT & MEDIA

Film and Television

(Feature length films, live and animated films, single television works and documentary series, streaming programmes)

The Audiovisual department is led by Marc-Emmanuel Vuaillat, Cedric Monnerie and Hubert Caillard. Four associates complete the team.

Our department deals with all problems related to cinematographic and audiovisual works at every stage of their life cycle:

DEVELOPMENT

• Negotiating and drafting chain of titles in France and abroad
  • Copyrights assignment agreements
  • Agreements to adapt pre-existing works (French and foreign books, theatre plays, remakes, sequel, video games, etc.)
  • Foreign formats, especially for producing TV series or streaming programmes.
• Analysing the content of works for problems relating to the breach of personality, privacy, defamation and infringement laws,
• Negotiation and drafting agreements to finance the development phase: SOFICAs, private investors, development agreements signed with broadcasters, audiovisual groups, etc,

PRODUCTION

• Financial structuring of works: agreements with SOFICAs, broadcasters, co-producers, TEPA funds, private investors, foreign co-producers, etc.
• Assistance and advice in developing grant applications, notably for Eurimages.
• Assistance and advice in preparing CNC funding applications, especially for films with international co-producers.
• Negotiating and drafting contracts with French and foreign artists
• Negotiating and drafting any agreements related to filming works: scenery leasing agreement, assigning rights on works included within a film, etc.
• Managing foreign actors’ guilds (including SAG, WGA, DGA)
• Setting up collection account management agreements (CAMA)
• Setting up securities (pledges and revenue delegation)
• Negotiating and drafting any agreements relating to film music
• E&O insurance (supporting producers and distributors)

EXPLOITATION

• Negotiating and drafting any agreements relating to the exploitation of the works: assigning broadcasting rights, assigning rights internationally, assigning derivative rights, (remake, suite, novelisation, adaptation in the form of video games, etc.).
• Legal management of film catalogues
• Assignment of production companies
• Assignment of film catalogues
• Managing disputes before they become litigious when promoting the work to the general public

PIERRE LÉVY

Partner

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ERMELINE SERRE

Associate

COMMUNICATION & IMAGE

Pierre & Ermeline, leaders of the Communication & Image Department, primarily work with players in the following sectors:

• Advertising agencies
• Sports marketing players
• Modelling agencies
• Authors
• Artists (photographers, designers, musicians, etc.)

LEGAL ADVICE

• Business development strategy and partnerships at the national and international levels
• Strategies for acquisitions and investment stakes
• Advertising campaigns clearance
• Trademarks availability researches
• Trademark registration
• Relationship with Institutional Bodies (ARPP, CSA, etc.)
• Restricted je dirais regulated activities (alcohol, nutrition, on-line betting)

NEGOTIATION AND DRAFTING AGREEMENTS

• Collaboration agreements between advertising agencies and advertisers
• Sponsorship agreements
• Partnership agreements
• Usage image rights agreements (brand muses, ambassadors, influencers)
• Modelling agreements
• Copyrights agreements
• Assignment and licensing agreements (trademarks, creations, copyrights, designs etc.)
• Distribution agreements
• Personal Data
• Non-disclosure agreements
• Contests rules
• General sales and purchase terms & conditions

LITIGATION MANAGEMENT

• Formal notices
• Settlements
• Opposition to trademark application
• Managing litigation in collaboration with our litigation department