V E R M E I L L E & C O

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Evidentiary proceedings (Article 145 of the Code of Civil Procedure) against Worldline S.A. - Establishing evidence of alleged financial disclosure breaches

Evidentiary proceedings (Article 145 CPC) for shareholders of Worldline S.A. seeking disclosure of documents on the accuracy of financial disclosure, ahead of a potential liability action.

Background

We represent several individual shareholders of Worldline S.A. in evidentiary proceedings brought under Article 145 of the French Code of Civil Procedure. Where there is a legitimate interest in preserving or establishing, before any trial, evidence of facts on which the outcome of a dispute may depend, this procedure allows a party to seek legally admissible investigative measures from the court. At this stage, the approach is therefore strictly evidentiary: it seeks to gather and preserve evidence, ahead of and independently of any proceedings on the merits, and prejudges neither the existence nor the extent of any potential liability.

The measure sought aims to obtain, from the company, documents capable of shedding light on the accuracy and completeness of the financial information disclosed to the market over several financial years. Our clients' concerns relate in particular to the way in which the termination of commercial relationships deemed to be at risk, and its impact on the group's profitability and cash position, were presented - against a backdrop marked by the sharp fall in the share price in October 2023, exclusion from the CAC 40, several regulatory proceedings and significant media coverage. The purpose of the procedure is to determine whether these elements may constitute breaches of financial disclosure obligations, with a view to a potential liability action.

Experience

We handle these proceedings in full, both legally and technically: establishing the legitimate interest and the legally admissible investigative measures within the meaning of Article 145 of the Code of Civil Procedure, after having sent the company and its advisers prior requests for the disclosure of documents.

Our analysis is based on a forensic review of Worldline's financial communications over several financial years (revenue recognition, goodwill impairment, cash generation), placed within the applicable legal framework - the Market Abuse Regulation (MAR) and tortious civil liability (Article 1240 of the Civil Code) - with the assistance of audit and forensic accounting experts. This matter illustrates our practice in complex securities and financial litigation, serving investors from the evidentiary phase onwards.