Merger Audit

We support a Fair Merger

A merger audit is a legal requirement with the primary purpose of assessing the fairness of the ratio at which the capital shares of merging companies are exchanged.

A merger auditor is appointed in the following cases:

• Merger and demerger of a joint-stock company or a limited liability company;
• Partial asset contributions to these companies, subject to the demerger regime in compliance with Articles L. 236-22 and L. 236-24 of the Commercial Code.

The appointment takes place under the same conditions as for the capital contribution auditor.

The Merger Auditor’s Role in Ensuring Fairness Among Shareholders

Tasks related to merger audit:

• Getting ready a report for the extraordinary meeting of shareholders or partners which is going to vote on the merger 
• Giving information in this report about the terms and conditions of the transaction, the mandatory checks imposed by law and the findings of the audit. 

Under no circumstances the merger auditor shall comment upon the valuation method for shares or the assessment of the merging companies. 

The merger audit is conducted to ensure that the exchange ratio proposed by the parties involved in the merger is fair.