French Legal and Regulatory Update – February 2016 Contact The Paris office of Hogan Lovells is pleased to provide this English language edition of our monthly e-newsletter, which offers a legal and regulatory update covering France and Europe for February 2016. Bruno Knadjian Avocat à la Cour, Partner Please note that French legal concepts are translated into English for information only and not as legal advice. The concepts expressed in English may not exactly reflect or correspond to similar concepts existing under the laws of the jurisdictions of the Hogan Lovells (Paris) LLP readers. 17, Avenue Matignon CS 60021 If you would like to consult this newsletter from past months, please click here. 75008 Paris Tél. : +33 1 53 67 47 47 Please send an e-mail to [email protected] if you wish to subscribe to this publication. Fax : +33 1 53 67 47 48 For additional information, please speak to your usual contact. Hoganlovells.com Summary of miscellaneous French draft legislation Draft constitutional law to amend the Environment Chart to specify the scope of the precautionary principle, filed at the Senate on December 3, 2013 – Adopted in first reading by the Senate on May 27, 2014. Draft law on class actions for discrimination and fight against inequalities, n°1699, filed before the National Assembly on January 14, 2014 – Adopted in first reading by the National Assembly on June 10, 2015. Draft law relating to biodiversity, n°1847, filed on March 26, 2014 – Adopted in first reading by the National Assembly on March 24, 2015 and by the Senate on January 26, 2016 – Under examination in new reading by the National Assembly from March 15, 2016. Draft law relating to duty of vigilance of mother companies and companies placing orders, n°2578, filed on February 11, 2015 – Adopted in first reading by the National Assembly on March 30, 2015 – Adopted by the Senate on November 18, 2015. Draft law relating to the fight against discrimination at the rate of social precariousness, n°378, filed at the Senate on March 31, 2015 – Adopted in first reading by the Senate on June 18, 2015. Draft law relating to freedom of creation, architecture and heritage, n°2954, filed at the National Assembly on July 8, 2015 – Adopted in first reading by the National Assembly on October 6, 2015 – Amended in first reading by the Senate on March 1, 2016. Draft law relating to maritime related economy, n°2964, filed on July 8, 2015 – Adopted in first reading by the National Assembly on February 3, 2016 – In discussion in first reading at the Senate during the March 10, 23 and 24, 2016 sessions. Draft law relating to the cancellation of commercial advertising in public television youth programmes, n°656, filed at the Senate on PARLIB01/ZZZPARP/1030762.3 Hogan Lovells July 24, 2015 – Adopted in first reading by the Senate on October 21, 2015 – Amended in first reading by the National Assembly on January 14, 2016. Draft law which ratifies ordinance n°2015-378 dated April 2, 2015 that transposes directive 2009/138/CE on the taking-up and pursuit of the business of Insurance and Reinsurance (Solvency II), n°3005, filed at the National Assembly on July 22, 2015. Draft law for the enforcement of measures relating to the 21st century justice, n°661, filed at the Senate on July 31, 2015 – Adopted by the Senate on November 5, 2015. Draft law which ratifies ordinance n°2015-899 of July 23, 2015 relating to public procurement – filed before the Senate on October 21, 2015. Draft law for the integration of the principle of substitution to the legal regime of chemical products, n°3277, filed on November 25, 2015 – Adopted in first reading by the National Assembly on January 14, 2016. Draft law relating to the general status of independent administrative authorities and public independent authorities, n°225, filed on December 7, 2015 – Adopted in first reading by the Senate on February 4, 2016. Draft organic law relating to independent administrative authorities and public independent authorities, n°226, filed at the Senate on December 7, 2015 – Adopted in first reading by the Senate on February 4, 2016. The Digital Republic bill, n°3318, filed on December 9, 2015 – Adopted by the National Assembly in first reading on January 26, 2016. Draft law to reinforce fight against organised crime, terrorism and their financing and to improve the efficiency and the guarantees of criminal procedure, n°3473, filed on February 3, 2016 – Under examination in first reading by the National Assembly from March 1, 2016. Enacted laws Law n°2016-87 of February 2, 2016 which created new rights in favour of ill people and patients at the end of life – OJ of February 3, 2016. Ordinance n°2016-131 of February 10, 2016 which reforms contract law, general regime and proofs of obligations – OJ of February 11, 2016. Ordinance n°2016-130 of February 10, 2016 which adapts Books I and III of the Energy Code to EU law and relating to national electricity and gas markets – OJ of February 11, 2016. Ordinance n°2016-126 of February 10, 2016 for a continuity of supply following up the end of transitional markets of gas and electricity – OJ of February 11, 2016. Ordinance n°2016-128 of February 10, 2016 relating to various provisions in connection with nuclear matters – OJ of February 11, 2016. Law n°2016-138 of February 11, 2016 relating to fight against food waste – OJ of February 12, 2016. PARLIB01/ZZZPARP/1030762.3 Hogan Lovells Ordinance n°2016-157 of February 18, 2016 relating to the construction of a rail infrastructure between Paris and the Charles de Gaulle airport – OJ of February 19, 2016. Law n°2016-162 of February 19, 2016 which extends the enforcement of law n°55-385 of April 3, 1955 relating to state of emergency – OJ of February 20, 2016. 1. Banking France - Reform of contracts, the general regime and the proof of obligations The order (ordonnance) n°2016-131 dated 10 February 2016 (J.O n°0035 dated 11 February 2016) relating to the reform of contracts, the general regime and the proof of obligations modifies the provisions of the Livre III of the French Code civil. The ministerial order provides, inter alia, the following innovations: The assignment of receivables set out in articles 1321 and seq. of the French Code civil is simplified. The requirement of service by bailiff provided for in the current article 1690 is removed. To be valid, the assignment of claims shall be evidenced in writing. The assignment is enforceable against the debtor if the debtor has been notified of the assignment or if the debtor has acknowledged the assignment. The order introduces the assignment of debts in articles 1327 and seq. of the French Code civil. A debtor is allowed to assign his debt with the consent of the assigned creditor. The original debtor is discharged for the future if the creditor gives its express consent to the discharge. Most of the provisions set out in the ministerial order n°2016-131 dated 10 February 2016 will enter into force on 1 October 2016. Further developments on the ministerial order n°2016-131 are made in the commercial law section of this update (please see the Commercial law section). France - Modification of the centralization system of the livret A and the livret de développement durable The decree n°2016-163 dated 18 February 2016 (J.O n°0043 dated 20 February 2016) modifies the conditions of the centralization system of the livret A and livret de développement durable. Pursuant to article L221-5 of the French Code monétaire et financier, a percentage of the deposits collected via the livret A and the livret de développement durable is centralized by the Caisse des dépôts et consignations. The decree n°2016-163 provides that credit institutions are allowed to choose the over-centralization of these deposits only up to one hundred percent of the collected deposits (before that, credit institutions could freely set out the percentage of the over-centralization of these deposits). The decree n°2016-163 entered into force on 21 February 2016. France - Modification of the centralization system of the livret d'épargne populaire The decree n°2016-164 dated 18 February 2016 (J.O n°0043 dated 20 February 2016) modifies the system of centralization of the Livret d'épargne populaire. The decree removes the option offered to credit institutions to choose the centralization by the Caisse des dépôts et consignations of a percentage of more than fifty percent of the aggregate deposits collected via the livret d'épargne populaire. The decree n°2016-164 entered into force on 21 February 2016. PARLIB01/ZZZPARP/1030762.3 Hogan Lovells 2. Capital Markets France - AMF - Decision dated 16 February 2016 in relation to amendments to the rules governing how Euroclear France functions as central depositary of securities, and relating to the appointment of a referent central depositary The rules related to the appointment of the referent central depositary have been amended and approved by the board of the AMF on 16 February 2016. France - AMF - Decision of 16 February 2016 regarding the amendment of the rules of the clearing house and the settlement-delivery system of financial instruments LCH. Clearnet SA, particularly in relation to the calculation method of the final net balance in the event of default of a clearing member The rules of clearing of LCH. Clearnet SA have been amended and approved by the board of the AMF on 16 February 2016. The amendments relate, in particular, to a new definition of TARGET settlement date, an amendment of the definition of termination date and a modification of the calculation method of the final net balance in the event of default of a clearing member.