ML AvocatMATTHIEU LAVALManaging Partner - FRANCE · MOROCCO
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STARTUP LEGAL OFFER · FRANCE

From the priming
at the exit.

A single contact. Readable packages. The right priorities, at the right stage.

We support French startups from creation to sale to secure their assets: team, technology, data and customers.

Founders & incubationSeed & Series AScale-ups & international

YOUR JOURNEY

Each step,
its legal priorities.

01

Pre-boot

Lay the foundations

Equity between founders and technology ownership.

PRIORITY DELIVERABLES

SAS statutes, founding pact with vesting, intellectual property transfers, NDA and brand.

02

Initiation / Seed

Fund and recruit

First investors, employees and customers.

PRIORITY DELIVERABLES

BSA AIR, shareholders' agreement, BSPCE, employment contracts, CGU/CGV, GDPR kit and JEI/CIR file.

03

Series A

Prepare due diligence

Structured governance and fund requirements.

PRIORITY DELIVERABLES

Data room, prior audit, renegotiated pact, strategic committee, AIPD and key account contracts.

04

Scale / international

Change scale

Subsidiaries, sectoral compliance and external growth.

PRIORITY DELIVERABLES

Group structuring, intra-group contracts, digital compliance, acquisitions and exit preparation.

OUR COMMITMENT

A clear framework.
Concrete follow-up.

A referent who knows your file and your cap table.

Packages announced before intervention, without billing per minute for common questions.

Usable deliverables : models, checklists and registers.

Targeted monitoring on developments that concern your activity.

NINE COMPLEMENTARY POLES

Protect your assets.
Support your growth.

01

Structuring, pacts and fundraising

Organize capital and decisions, from creation to financing rounds.

  • Constitution and governance: corporate form, statutes, preferred shares, management bodies and information rights of investors.
  • Shareholder agreements: vesting, good/bad leaver, pre-emption, tag/drag along, anti-dilution, preferential liquidation, veto and resolution of blockages.
  • Interest: BSPCE, AGA and BSA plans, plan regulations and tax and social analysis.
  • Financing: BSA AIR, convertible bonds, term sheet, investment protocol, data room, declarations and guarantees.
  • Annual monitoring: approval of accounts, registers, cap table and review of foreign investment controls when necessary.
02

Intellectual property and source code

Secure the assets that make your technology valuable.

  • Chain of rights: employee contracts, transfers from founders and service providers, situations of trainees and researchers.
  • Evidence and preservation: time-stamped repositories, Git versioning, access control and escrow agreements.
  • Open source: audit of MIT, Apache, GPL or AGPL licenses and internal use and publication policy.
  • Trade secrets, NDAs, trademarks, domain names and patentability analysis of technical inventions.
  • Licenses, transfers, co-development and defense of intellectual property rights.
03

R&D and public funding

Link your innovation strategy to the appropriate systems.

  • Analysis of eligibility for the CIR, CII, JEI and CICo schemes; preparation of files and requests for a ruling.
  • Assistance in the event of a tax audit or expertise relating to research work.
  • Support for Bpifrance, France 2030, EIC Accelerator and Horizon Europe files.
  • Contracts with laboratories, SATT and universities: results, co-ownership, exploitation and technology licenses.
  • Industrial consortiums, multi-party confidentiality and the status of the researcher-entrepreneur.

Innovation tax schemes · status as of October 19, 2026

DeviceCurrent settingsPoints of vigilance
CIR30% up to €100 million in expenses, 5% beyondPatent and technological monitoring costs excluded from the base since 2025.
CII (SME)20% (compared to 30% before 2025), extended until December 31, 2027Operating costs excluded; reinstateable IP expenses for SMEs.
JEI StatusR&D spending threshold raised from 15% to 20% of expensesLocal exemptions extended for JEIs created until December 31, 2028; JEIR and JEIC variants depending on the profile.
CICoCollaborative research tax credit, extendedContracts with research organizations to be structured accordingly.
04

Data, cybersecurity and digital compliance

Integrate compliance into product and business relationships.

  • GDPR: mapping, register, information, consent, cookies and privacy by design.
  • Impact analyses, subcontracting agreements, international transfers and DPO support.
  • Management of rights and incidents, preparation for controls and contract security clauses.
  • Qualification of NIS2, DORA and Cyber Resilience Act obligations depending on the activity; roadmap and incident response.
  • Data Act, DSA and DMA: examination of obligations relating to data, platforms and commercial relationships.

Regulatory benchmarks

Data breaches: notification within 72 hours. Subcontracting agreements: article 28 of the GDPR.

NIS2: the French transposition (“Resilience” bill, which also transposes DORA and the REC directive) has been examined by the National Assembly since October 7, 2026. Qualification of the status and preparation for compliance on the basis of the Cyber France Framework published by ANSSI.

05

Artificial intelligence

Qualify uses and build compliance adapted to risk.

  • Inventory of systems, role of the company and level of risk of each use case.
  • AI Act roadmap: documentation, risk management, data governance and human control.
  • Copyright and training data: corpus, text and data mining and opposition management.
  • Articulation with the GDPR: legal basis, impact analyzes and individual rights.
  • AI contracts: ownership of outputs, responsibility, customer data and internal generative AI charter.

The Digital Omnibus (Regulation (EU) 2026/1744), in force since July 27, 2026, has postponed the obligations for high-risk AI systems, but the transparency obligations have already applied since August 2, 2026.

Applicable AI Act timetable

DeadlineBonds
February 2, 2025Prohibition of unacceptable risk practices, obligation to master AI (AI literacy).
August 2, 2025General Purpose AI (GPAI) Models: Documentation, Copyright Policy.
August 2, 2026Transparency (article 50): information for users, marking of generated content.
December 2, 2027Annex III high-risk systems (recruitment, credit, education, biometrics).
August 2, 2028High-risk systems integrated into regulated products (medical devices, machines).
06

Sectoral regulations

Identify the requirements specific to your market before launch.

  • Fintech: payments, crowdfunding, crypto-assets, DORA, anti-money laundering, ACPR/AMF files and approved partnerships.
  • Healthtech: qualification of medical devices, CE marking, hosting and access to health data.
  • E-commerce and marketplaces: T&Cs, orders, consumer information, online reviews and seller relations.
  • Mobility, energy and greentech: authorizations, environment, ecological claims and supply contracts.
  • Edtech, HR-tech and legaltech: minors, AI and limits of activities reserved for regulated professions.
  • Defense, cyber and deeptech: dual-use exports, foreign investments and public procurement.
07

Commercial contracts

Sign faster with structured and negotiable contracts.

  • CGU, CGV and B2B/B2C subscriptions; SaaS contracts and software licenses.
  • SLA, reversibility, liability, security and negotiations with key accounts.
  • Partnerships, distribution, business contribution, white label and integration.
  • Critical suppliers: cloud, development and offshore services.
  • Payment deadlines, purchasing conditions and prevention of termination of commercial relationships.
08

Social and human resources

Support recruitment and protect the work of teams.

  • Employment contracts, confidentiality, intellectual property and non-competition.
  • Status of managers, freelancers, salary portage and prevention of requalifications.
  • Teleworking, foreign talents, French Tech Visa and employees abroad.
  • Internal regulations, staff representation and employee savings according to applicable conditions.
  • Departures of founders or key employees, termination of contracts and litigation.

Implementation of the CSE from 11 employees.

09

Pre-litigation, difficulties and exit

Anticipate tensions and prepare exit operations.

  • Recovery, formal notices, mediation, transactions and disputes between partners.
  • Prevention of difficulties: ad hoc mandate, conciliation, safeguarding and negotiation with creditors.
  • Acquisitions, acqui-hires and integration of teams and technologies.
  • Industrial transfer, LBO, preparation of an IPO, asset and liability guarantees and earn-out.

Tax systems, approvals and regulatory obligations are examined according to your activity, your eligibility and the texts in force at the time of the mission.

FORMULA & FEES

Your package.

Indicative amounts excluding taxes. The scope and final fees are confirmed in an agreement before any intervention.

Startup support packages
FormulaWhat is plannedIndicative fees
Creation PackSAS statutes, founding pact with vesting, IP transfers, trademark registration, standard NDA and basic CGU/CGV.€1,500 to €6,000Package excluding tax
Seed PackBSA AIR or tour seed, pact, BSPCE, standard employment contracts, GDPR kit and JEI file.€3,000 to €15,000Package excluding tax
Series A PackVendor due diligence, data room, term sheet and documentation, governance, IP/open source audit and AIPD.From €20,000Excl. VAT · on quote
Outsourced lawyerUnlimited current questions, review of 3 to 5 contracts per month, annual legal secretariat and sector monitoring.800 to 2,500 €excluding tax per month
Act-based interventionsAI compliance, cybersecurity, sector regulation, litigation and M&A transactions.On quoteFlat rate or hourly rate

Reduction offered to startups from partner incubators or accelerators, according to the agreed conditions.

Possible staggering of Seed Pack fees until fundraising is completed, to be agreed with the firm.

HOW TO GET STARTED

A diagnosis.
A road map.

An initial free one-hour legal diagnosis to identify your priorities.

  1. Diagnosis

    Statuses, cap table, key contracts, rights to code and data processing.

  2. Roadmap

    Risks prioritized by urgency and quote by batch.

  3. Implementation

    Deliverables, restitution and training of founders and teams.

  4. Tracking

    Quarterly update, cap table, compliance and regulatory alerts.

Let’s talk about your startup ↗

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mlavocat-conseil.com presents the activities of ML Avocat and Matthieu Laval, managing partner, in France and Morocco.

France: 158 Rue St Charles, 75015 Paris, France.
Morocco: 14 Bd Moulay Youssef, Casablanca 20250, Morocco.

Contact by mail at the addresses above, for the attention of Matthieu Laval, or on WhatsApp: +33 7 44 73 95 16 (France) and +212 7 23 54 63 29 (Morocco).

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France: 158 Rue St Charles, 75015 Paris, France.
Morocco: 14 Bd Moulay Youssef, Casablanca 20250, Morocco.

Contact by mail at the addresses above, for the attention of Matthieu Laval, or on WhatsApp: +33 7 44 73 95 16 (France) and +212 7 23 54 63 29 (Morocco).

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