Home / Europe / Monaco / Corporate / M&A

Corporate / M&A

Corporate law in the Principality of Monaco is relatively flexible compared to neighbouring countries. There is very little legislation on corporate law, which leaves significant scope for freedom of contract between parties operating in Monaco.

Under Monaco law, business can be done in one's own name or as a corporate entity and the Principality has four types of commercial companies, each with their own specific characteristics. These are general partnership (société en nom collectif), limited partnership (société en commandite), private limited company (société à responsabilité limitée) and limited company (société anonyme).

While there is much freedom of contract, doing business in Monaco does entail some obligations and official authorisation is mandatory prior to setting up a company in Monaco for the purposes of doing business. Any natural person representing a legal entity or doing business in their own name must also obtain official authorisation to do so.

Mergers and acquisitions are legally recognised and authorised under Monaco law but are not highly regulated either, which is why our experienced team of specialists is on hand to guide investors and residents in Monaco or overseas through any issues relating to corporate law or the merger or acquisition of Monegasque companies.

We can assist with all types of corporate transactions ranging from the sell-off or acquisition of assets or companies, mergers and acquisitions, corporate restructuring and joint ventures to corporate financing transactions like a capital increase with the issuance of new shares or a capital reduction.

We also help with the formalities that must be completed with relevant local authorities to obtain any necessary administrative authorisations and ensure that your transactions comply with statutory requirements.

Our Business Law brochure

 

Choose an area

Restructuring
We support clients seeking to restructure their business in various ways.Our services cover both internal corporate restructuring and transforming you
Sale acquisition of assets and companies
If your company is seeking to sell or acquire a company or assets, our team of specialists can help.We support you through each phase of selling or ac

Feed

08/07/2024
Legal guide for company directors and CEOs in Monaco
Because environmental, social and governance (ESG) is such an increasing focal point of good corporate governance, we address ESG duties and responsibilities first. For more general duties and re­spons­ib­il­it­ies...
16/01/2024
More transparency for civil companies in Monaco
Law no. 1.550 of 10 August 2023 and Sovereign Order no. 10.117 of 21 September 2023 have modified the legal framework hitherto applicable to civil companies (“Sociétés Civiles”) in Monaco. In particular...
11/12/2023
Unfair competition in Monaco: the courts are watching!
Freedom of trade and competition is an inalienable principle in Monaco. However, the courts do not hesitate to punish abusive behavior that distorts competition. Under Monegasque law, an act of unfair...
13/10/2023
CMS Monaco advised the company COMETH SOMOCLIM in the acquisition of 100%...
Cometh Somoclim SAM, mostly owned by ENGIE Solutions, operates in the fields of air conditioning, heating, ventilation and energy services in Monaco. This transaction enables it to integrate into its...
05/01/2023
CMS Monaco advised the majority shareholders of Radio Riviera SAM in the...
Riviera Radio is a radio station based in Monaco, offering music from the 70's to today, as well as programs dedicated to culture, business and sports. It is the only English-language radio station in...
01/06/2022
CMS Next
What’s next? In a world of ever-ac­cel­er­at­ing change, staying ahead of the curve and knowing what’s next for your business or sector is essential. At CMS, we see ourselves not only as your legal advisers but also as your business partners. We work together with you to not only resolve current issues but to anticipate future challenges and innovate to meet them. With our latest publication, CMS Next, our experts will regularly offer you insights into and fresh perspectives on a range of issues that businesses have to deal with – from ESG agendas to restructuring after the pandemic or facing the digital transformation. We will also share with you more about the work that we are doing for our clients, helping them innovate, grow and mitigate risk. To be able to provide you with the best support, we immerse ourselves in your world to understand your legal needs and challenges. However, it is equally important that you know who we are and how we can work with you. So, we invite you to meet our experts and catch a glimpse of what is happening inside CMS. Enjoy reading this publication, which we will update regularly with new content. CMS Executive Team
02/02/2022
TAXATION OF "DIRECTOR’S" FEES IN MONACO
Although Monegasque companies are generally aware that the costs of director’s fees are tax deductible, it is still worth offering an overview of the finer points of this regime. Corporate income tax...
30/11/2021
Electronic signature: the government is now a certifying body
What is an electronic signature or an electronic seal? The electronic signature is the term attached to the signature, in an electronic format, by a natural person (representing a legal person)1. The...
19/07/2021
Emeline Elbaz-Mondeux promoted to Counsel
We are delighted to announce that Emeline Elbaz has been promoted to Counsel within our Business Law team. With over 20 years of experience, Emeline successfully handles both contentious and non-con­ten­tious...
26/05/2021
CMS Monaco advised the shareholders of MONACO LUXURY automotive distribution...
The MONACO LUXURY group, initially the exclusive distributor of Mercedes-Benz in the Principality of Monaco, has gradually developed its portfolio of luxury brands, integrating Bentley and Rolls-Royce...
29/04/2021
Greenhouse gas emissions
On 24 December 2020, the Sovereign Order n°8.449 and Ministerial Order n°2020-916 filled the gaps related to the greenhouse gas emission in the Monegasque legal framework, therefore completing the latter[1]...
08/04/2021
Notification to the French Competition Authority of an acquisition or a...
Although the Principality of Monaco is still engaged in negotiations with the European Union for the conclusion of an association agreement, it remains to this date a third party to the European Union...