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Business Law & Impact Lawyers in Lyon

Business law is the legal framework that structures, secures and keeps your projects on track. For committed companies and mission-driven companies, this framework must be robust in substance and consistent with your values in form.

Elsa Lourdeau advises Lyon-based business leaders and their organizations, from day-to-day operations to the most complex set-ups, with an expertise built on fifteen years of practice at the Paris and Lyon Bar.

Cabinet Plexus Avocats Lyon

Business Law for Committed Companies

Creating a company, drafting a contract, organizing governance, securing a transaction: these are all key stages in a company’s life cycle.

For businesses that also pursue a social, environmental, or local mission, additional legal questions arise. How do you include a ‘raison d’être’ (purpose) in a company’s articles of association? How do you write a shareholders’ agreement that protects both the founders and the company’s purpose? How do you structure a fundraiser in line with impact-driven business model? How do you determine your engagement strategy (certification, purpose corporation, SSE)?

These questions call for legal advice that combines technical expertise in business law with a practical understanding of the specific challenges faced by committed companies.

This is precisely where Plexus Avocats stands: a business law firm based in Lyon, whose expertise covers common business law and the entire spectrum of impact-driven business models.

The Fundamentals of Business Law:
Technical Expertise for Everyday Needs

Contracts and Securing Commercial Relationships

The contract is the cornerstone of any business relationship. A poorly drafted contract exposes you to costly litigation, unbalanced commitments, or situations where proving your rights becomes impossible. Elsa Lourdeau advises business leaders in the drafting and negotiation of their commercial contracts: including service contracts, distribution contracts, partnership contracts, general terms and conditions of sale (GTCs), lease contracts, etc. For impact-driven businesses, this expertise extends to cooperation contracts with other SSE or mission structures, social and environmental clauses in requests for proposals, and contractual arrangements between profit and non-profit organizations.

Corporate Law and Capital Transactions

Setting up a company, drafting solid articles of association, organizing governance, structuring the rights of shareholders: these foundational steps determine the strength of your business for years to come. Plexus Avocats is involved at each stage: from the choice of the appropriate legal form (SCI, SAS, SARL, SA), drafting of the articles of association, shareholders' or partners' agreements, transfers, capital increases, to issuance of warrants. For committed companies, the drafting of the articles of association and the shareholders' agreement requires specific considerations: mechanisms to protect the company's mission over time, pre-emption rights for the founders, anti-dilution clauses adapted to mixed governance structures.

Transfers, Succession Planning and Restructuring

The sale of a business, whether in whole or in part, is one of the most technically demanding and sensitive transactions in business law. It requires thorough due diligence, a well-documented valuation, precise contractual drafting, and careful management of representations and warranties. Elsa Lourdeau assists sellers and buyers in business transfers, the sale of business assets, the acquisition of units or shares, and the restructuring of groups. For ‘sociétés à mission’ (purpose corporations) or SSE structures that are undergoing an acquisition or merging, these operations require special attention to preserving their purpose, and ensuring post-acquisition governance.
Cabinet Plexus Avocats Lyon

Purpose corporation, Purpose, ESUS Accreditation: Giving Legal Scope to Your Commitments

France’s PACTE Law of May 22, 2019 introduced new legal tools for companies seeking to formalize their social and environmental commitments. Two of these have a direct impact on corporate law and requires rigorous legal support.

A company’s ‘raison d’être’ (purpose) (Article 1835 of the French Civil Code) allows any company to include in its articles of association the principles with which it adopts and for the respect of which it intends to allocate resources. This is a strong statement of intent, but it must be drafted with precision to avoid exposing the company to potential liability.

The ‘société à mission’ (purpose corporation) (Article L. 210-10 of the French Commercial Code) goes further: it requires social and environmental objectives to be set out in the articles of association, the establishment of a purpose committee, and independent external verification by an independent third-party organization (ITO). Transitioning to ‘société à mission’ (purpose corporation) requires precise amendments to the articles of association, an appropriate governance structure, and objectives that are both genuine and legally robust.

Elsa Lourdeau assists business leaders on drafting their ‘raison d ‘être’ (purpose), transitioning to ‘société à mission’ (purpose corporation), and, in the SSE sector, obtaining ESUS accreditation for organizations that meet the eligibility requirements. The firm also advises on B Corp projects, particularly on the legal aspects of the certification process.

Contact us

Based in Lyon, Serving Clients Nationally and Internationally

Plexus Avocats is based in Lyon, at 1 Quai Jules Courmont in the 2nd arrondissement. The firm advises clients nationwide.

Elsa Lourdeau works in both French and English. She holds an LL.M. from King’s College London and advises companies on cross-border transactions, international contracts, and due diligence involving English-speaking counterparts.

Your Project Deserves Legal Advice That Understands What's at Stake

Whether you have a contract to secure, a company to transform, a pact to draft, or a transaction to structure, Plexus Avocats is available for a first exchange.

Contact Plexus Avocats

Frequently Asked Questions

What is ‘société à mission’ (purpose corporation) and how do you create one in Lyon?

The ‘société à mission’ (purpose corporation) is a status created by the PACTE law (2019), accessible to SAS and SARL. It allows a company to set out a ‘raison d’être’ (purpose) and social and environmental objectives in its articles of association, establish a mission committee comprising at least one employee, and submit the implementation of its commitments to verification by an independent third-party organization (ITO) every 18 to 24 months. The transition of an existing company to ‘société à mission’ (purpose corporation) requires a precise amendment to the articles of association and the establishment of a dedicated governance structure.

Elsa Lourdeau provides legal support throughout this process in Lyon from start to finish.

A shareholders’ agreement is a confidential agreement between the shareholders of a company that supplements the articles of association. It organizes relations between shareholders: pre-emption rights, exit clauses, veto rights on certain decisions, anti-dilution mechanisms, conditions for the transmission of securities.

For a committed company, it may include specific clauses intended to protect the purpose over time, in particular in the event of the entry of new investors or a change of control.

Including a ‘raison d’être’ (purpose) in a company’s articles of association requires an amendment to the articles of association approved by the shareholders at an extraordinary general meeting. The wording must be precise and genuine: a ‘raison d’être’ (purpose) that is too broad or inconsistent with the company’s actual activities may expose the company to liability or criticism for ‘purpose washing.’

Elsa Lourdeau advises business leaders on formulating their ‘raison d’être’ (purpose) and aligning their articles of association with their operating model.

The sale of an impact-driven business (whether a ‘sociétés à mission’ (purpose corporation), an SSE organization, or a committed company) raises specific issues in addition to the usual due diligence and valuation considerations: continuity of the mission following the sale, retention of ESUS accreditation, post-acquisition governance, and the drafting of protective provisions in the sale agreement.

Elsa Lourdeau advises sellers and buyers on these transactions from her Lyon office, drawing on combined expertise in corporate law and SSE law.

A commercial contract drafted without advice exposes you to contractual imbalances, unenforceable clauses or shortcomings that prove costly in the event of a dispute. A lawyer identifies risks, drafts clauses adapted to the concrete situation, and secures long-term business relations.

For committed companies, this vigilance extends to social and environmental impact clauses, liability commitments and cooperation contracts with non-market structures.

B Corp certification is not a legal form, it is a certification awarded by the NGO B Lab to companies that meet social, environmental and governance criteria. It can be accompanied by transitioning to ‘sociétés à mission’ (purpose corporation) (the two are compatible).

Elsa Lourdeau works on the legal aspects of the process: amendment of the articles of association, drafting of the raison d ‘être, and compliance of the governance documents. She works in liaison with the B Lab teams where appropriate.