Assessing each capacity separately
An individual may hold corporate office, own an equity interest and perform employment duties. These capacities require separate analysis. Being treated as an employee for social security purposes does not, by itself, establish an employment contract.
CSB Avocats reviews the relationship between corporate office and the duties described as employment, taking account of the company’s legal form, the powers exercised and the individual’s shareholding.
The reality of the employment relationship
The review of concurrent roles considers, in particular, whether there is genuine employment involving duties distinct from the corporate office and a relationship of subordination. The firm examines contracts, appointment decisions, delegations of authority, remuneration arrangements and records of how the company operates.
Written terms are tested against practice: who sets objectives, supervises the work and determines how the role is performed? This helps identify employment issues and questions requiring advice on company law.
Changes and cessation of duties
On a change in governance or departure, the firm distinguishes decisions relating to corporate office from those relating to employment. It reviews remuneration, continuing obligations and affected incentive arrangements.
Employment negotiations are coordinated with the necessary corporate decisions. The firm addresses the employment aspects in conjunction with advisers responsible for corporate office and shareholder rights.