The Macron Law introduces measures designed to balance the relationships between managers and employees, by increasing employee participation in the company's capital and limiting the size of "golden parachutes". Moreover, this law aims to facilitate investment and simplify business transfer procedures.

  • Increased incentives for employee ownership schemes

    • The Macron Law seeks to encourage companies wishing to attract talent without necessarily having the means to grant them high salaries. These companies can benefit from a tax deduction in case of free allocation of shares to employees (known in French under the acronym "AGA"). The AGA tax regime becomes similar to the one applicable to capital gains on investment, benefiting from the deduction provided under this regime, depending on the length of holding of the securities. The social cost of the allocation of AGA is also reduced, with the rate of the employer social security contribution down 10%. Finally, the minimum conservation period of the securities has been reduced to one year, while the cumulative duration of the acquisition period and the conservation period is reduced to two years, in order to boost the allocation operations. 
    • The tax regime applicable to stock purchase warrants, known in French as "bons de souscription de part de créateur d'entreprise" under the acronym "BSPCE", has been enhanced in order to facilitate the granting of BSPCE to a broader category of employees. 

  • Tax incentives for investment

    • Companies are being encouraged to invest between April 2015 and April 2016 in respect of measures enabling them to deduct from taxable income up to 40% of the investment value assigned to their activity, except for financial investments. The types of investments affected by this tax deduction are specified in the Macron Law. 

  • A limitation of "golden parachutes"

    • "Golden parachutes" are now to be conditioned by the achievement of previously set objectives and must be approved by the board of directors or the supervisory board. Their rise is also limited to 3% per year, and the impact on the replacement rate is also capped at 3% per year-present within the company. The amounts set aside for this purpose and the amount of future pensions will be published according to the indications provided by a decree, which will be issued by the State Council. 

  • A simplification of procedures in the event of transfer of business

    • The obligation to inform employees in the case of a transfer of business, established by law on 31 July 2014, is now limited to cases of the sale of the business or the sale of 50% of shares in a company, and is no longer applicable to every case of transfer of business (donation, exchange, contribution etc.). Furthermore, employees will no longer be able to request the annulation of the sale in the absence of this information, and the company may be ordered to pay a civil fine (which cannot exceed 2% of the amount of the sale). 

  • The creation of a specialised court for certain undertakings in difficulty

    • The legal map is about to be changed through the creation of specialised commercial courts ("Tribunaux de commerce spécialisés"), which will have exclusive jurisdiction to carry out restructuring procedures for major undertakings in difficulty. In order to be referred to a specialised commercial court, an undertaking must have at least 250 employees and a turnover of €20 million or more. 

  • An enhanced efficiency for rehabilitation plans

    • Under certain circumstances strictly regulated by the French Commercial Code, where the cessation of business of a company of at least 150 employees is likely to cause severe disorder for the national or regional economy and the employment area, the commercial court now has the power to order an increase of capital provided under the recovery plan, or the forced sale of shares of majority shareholders (or of blocking a minority shareholding). This measure has been criticised as it allows the eviction of majority shareholders opposing a rehabilitation plan for the benefit of the creditors, although it follows the international legal trend in matters of difficult undertakings. Moreover, the Constitutional Council has ruled in favour of the constitutionality of this measure, which is not considered to constitute a disproportionate interference with shareholders' property rights.

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