Entrepreneurs and Family Groups
At Axtead, we recognize that wealth management and transfer are strategic priorities for executives, founders, and shareholder families. We support them at every stage of their journey, providing a comprehensive approach that seamlessly integrates legal, tax, and estate planning expertise.
Our key areas of intervention include:
- Corporate creation and structuring, including holding companies’ establishment, share-for-share contributions, transfer of registered offices, and pre-exit restructuring (preparation for business sale or transfer);
- Wealth transfer, with a specialized expertise in implementing and securing “Dutreil Pacts” (Pactes Dutreil);
- Implementation of executive and key employee incentives (free shares, BSPCE, stock options, management packages);
- Development of family governance frameworks aligned with long-term objectives, the founder’s values, and the overall stability of the corporate group.
We prioritize a bespoke approach, tailored to both structured family groups and individual entrepreneurs, to build sustainable and tax-secure solutions.
Questions
The “Dutreil Pact” allows for the transfer of a business or company shares (whether through full ownership or split ownership—usufruct and bare ownership) with a 75% tax relief on their valuation for gift or inheritance tax purposes.
This scheme is highly effective strategy for anticipating the transmission of a family business within a secure tax framework. To qualify to this tax advantage, signatories must adhere to specific holding commitments (both collective and individual) and ensure the continuity of the business’s operations.
The disposal of shares can trigger a significant tax liability.
Our role is to:
- Identify favorable tax regimes and opportunities (e.g., partial exemptions for retirement–Art. 150-0 D ter–, “contribution-sale” deferral schemes (apport-cession)–Art. 150-0 B ter–, deduction of prior capital losses);
- Assess pre-sale reorganization options (e.g., mergers, universal transfer of assets/TUP, business incorporation);
- Secure the transaction’s tax standing by anticipating risks of recharacterization (“abuse of law”, lack of substance, non-compliance with statutory requirements).
Early involvement often results in significant tax savings, prevents future litigation, and prepares for the reinvestment of proceeds within an optimized framework.
The active management status of a holding company (holding animatrice)—essential for qualifying for favorable tax regimes (e.g., “Dutreil Pact”, Wealth Tax)—must be substantiated by concrete evidence. It is necessary to demonstrate that the holding company:
- Plays an active role in steering the group’s overall strategy;
- Is directly involved in the management of its subsidiaries (e.g., through board minutes, management fee agreements, strategic resolutions);
- Possesses the human and material resources necessary to carry out these activities.
A structured and up-to-date evidentiary file should be maintained to justify this active management status in the event of a tax audit.
We assist our clients in analyzing their holding company’s status, determining its tax classification, and building a comprehensive defense file that is legally robust and enforceable against tax authorities.
