Indeed, on 25 November 2020, the French Supreme Court (Cour de cassation) ruled that in the event of a merger, the absorbing company may now, under certain conditions, be criminally liable for facts committed by the absorbed company prior to the occurrence of the merger.

We offer to analyse the issues and consequences of this new case law and to suggest preventive measures for your corporate/M&A reorganizations to avoid or, at least, reduce the criminal risk.

The webinar will be led by:

Nathalie Devernay, Partner, Employment France
Anne-Cécile Hansson, Partner, Corporate France
Anne-Florence Raducault, Partner, Dispute Resolution France
The following topics will be covered:

The notions of criminal liability (manager, employee, corporate entity) and the notion of criminal law territoriality (application if there is a foreign component)

The state of case law relating to the criminal liability of the absorbing company
Before the decision of the French Supreme Court (Cour de cassation)
After the decision of the French Supreme Court (Cour de Cassation)

Remedies or how to prevent criminal risks
Delegation of powers
Legal and Tax due diligence before merger
Warranty pertaining to the assets and liabilities

Specific context of public tenders: How a criminal conviction impacts the contracts? Right to claim damages?