OUR TEAM

Fabienne Kerebel

Counsel

Practices : Private-Equity, Corporate, Mergers & Acquisitions, Securities Law, Corporate Governance, Corporate-Healthcare, Non-profit Organizations

Bar Association : Paris

Professional languages : French, English

Examples of recent operations: 

  • Public tender and exchange offer by Teleperformance SE, world leader in next-generation business services, for 100% of Majorel shares, for a total amount of 3 billion euros
  • Fundraising for Orion Energies, a major French player in the photovoltaic energy sector
  • Public buyout offer followed by a squeeze-out on Groupe Flo shares
  • Fundraising for Pono Technologies, a fintech dedicated to setting up and monitoring financing guarantees
  • Transformation of the National Society of Fine Arts, an association recognized as being of public utility, into a foundation recognized as being of public utility 
  • Acquisition and investment within a group dedicated to real estate in a context of restructuring 
  • Creation of an endowment fund in the education sector
  • Restructuring of a group in the radiology sector
  • Entry of Capital Export into the capital of Seat Ventilation (expert in air extraction solutions for critical environments) as part of its secondary LBO
  • Restructuring of the governance of a group in the digital sector and implementation of employee profit-sharing 
  • Entry of Capital Export into the capital of the SBM group (specialist in bone and ligament reconstruction) as part of its MBO 
  • Joint venture in the radiology sector 
  • Reorganization, operational and capitalistic, of a French group in the textile sector
  • Structuring of management package as part of the LBO on the insurance sector
  • Creation and structuring of the Azzedine Alaïa foundation, a recognized public utility foundation
  • Structuring of the network of delegations of powers of a French group
  • Reorganization of the remuneration structure of a listed company, particularly with regard to the constraints attached to the say we pay and at the position of proxy advisors
  • Restructuring of the governance and capital of an unlisted global group specializing in strategic intelligence
  • Acquisition in the radiology sector
  • Implementation of an electronic money issue within a French group 
  • Restructuring of preference shares issued by a listed company

Fabienne Kerebel began her career as a lawyer in 2011 with the Cabinet Ginestié Magellan Paley-Vincent. 

Fabienne has acquired solid expertise in listed and unlisted company law and its various components, in particular the private equity to mergers and acquisitions and corporate governance.

In this capacity, she advises companies and managers on their external growth operations, the evolution of governance or shareholding, the profit-sharing of key managers or the reorganization of corporate structures. It also works alongside investment funds on these transactions. Fabienne has developed a in-depth practice of securities transactions, in particular the structuring of preferred shares, which leads her to support start-ups, SMEs and ETIs in their fundraising as well as investors at all stages of their investment.

Fabienne also regularly intervenes in support of the structuring of the governance of listed but also unlisted groups, particularly on compensation issues (say we pay) and, more generally, on all the issues of corporate governance

Fabienne also supports players in the social and solidarity economy in the context of operations and issues of interest to them. 

Her dynamic experience with companies and managers has given her a useful knowledge of the sectors in which she regularly intervenes and, in particular, health, biotechnology, digital and digital, luxury, retail, tourism, transport, catering or services. As such, Fabienne has notably developed, in association with the firm's health department, an offer adapted to the specificities of the operations. corporate of interest to actors health sector

In addition to her activity as a lawyer, Fabienne has taught contract law and corporate law at university. She regularly contributes to specialized legal journals, with a resolutely practical look.

The Point

2023 - Corporate Law, and Mergers & Acquisitions 

Recent publications

  • Management packages – structuring under pressure (Practical acts and Lexis-Nexis corporate engineering, July/August 2023)
  • The say on pay: the ambivalence of the control of the remuneration of the officers of listed companies (Practical acts and Lexis-Nexis corporate engineering, co-written with Pierre Mudet, January/February 2023)
  • Corporate law in techno mode (Dalloz IP/IT, co-written with Sonia Cheurfa and Philippe Ginestié, September 2022)
  • Reform of SELs and SPFPLs: towards the establishment of a right of withdrawal in SELs? (May 2022 - https://ginestie.com/reforme-des-sel-et-des-spfpl-vers-linstauration-dun-droit-de-retrait-dans-les-sel/) 
  • 2022 Annual General Meeting: Framework of items making up the management report including the report on corporate governance (JurisClasseur Societies, Lexis-Nexis, May 2022)
  • Capital and governance in healthcare companies (Practical acts and Lexis-Nexis corporate engineering, co-written with Nathalie Boudet-Gizardin, n°181, January/February 2022)
  • Remuneration of corporate officers - Say on pay: scope of the vote and open questions (Practical acts and Lexis-Nexis corporate engineering, co-written with François Devedjian, March-April 2021)
  • Convertible preference shares allocated free of charge - difficulties and potentialities of the combination between free shares and convertible shares (Practical acts and Lexis-Nexis corporate engineering, co-written with François Devedjian, Nov.-Dec. 2020)
  • Mechanisms known as leavers – Forms (Corporate Law, Lexis-Nexis, March 2020)
  • Remuneration of agents: the employment contract in the new say on pay (Practical acts and Lexis-Nexis corporate engineering, co-written with François Devedjian, March-April 2020)
  • Leaver mechanisms: From principles to tools, between convergence and efficiency (Practical acts and Lexis-Nexis corporate engineering, co-written with François Devedjian and Jean-Jacques Daigre, Nov.-Dec. 2019)
  • Management Package: attention to social and tax risks (co-written with François Devedjian, 2019 - https://ginestie.com/management-package-attention-aux-risks-social-et-fiscal/) 
  • Update on convertible preferred shares (Practical acts and Lexis-Nexis corporate engineering, co-written with François Devedjian and Jean-Jacques Daigre, Sept.-Oct. 2018)
  • Model of “civilian” delegation of powers (Corporate Law, Lexis-Nexis, February 2018)
  • Model of “criminal” delegation of powers (Corporate Law, Lexis-Nexis, January 2018)
  • Delegation of powers form (JurisClasseur Companies Form, Lexis-Nexis, December 2017)
  • Model of unilateral promise to transfer securities (after the entry into force of Ordinance no. 2016-131 of February 10, 2016) (Corporate Law, Lexis-Nexis, April 2017)
  • Declaration of realization of a foreign investment in France (Corporate Law, Lexis-Nexis, August-September 2016)
  • The independent member”, prerogative of corporate governance (Corporate Law, Lexis-Nexis, April 2016)
  • On the takeover by the issuing company of its own VMDACs (Corporate Law, Lexis-Nexis, January 2016)