We represent Independent Franchise Partners LLP, a London-based asset manager and minority shareholder of Vivendi SE, in the litigation arising from the spin-off of Vivendi carried out in December 2024. The dispute concerns the existence of de facto control of Vivendi by the Bolloré group and the corresponding obligation to file a mandatory buyout offer (offre publique de retrait) for minority shareholders. By a judgment of 22 April 2025, the Paris Court of Appeal found that such de facto control existed, before the Cour de cassation, by a judgment of 28 November 2025, quashed that decision and remanded the case to a differently composed Paris Court of Appeal.
V E R M E I L L E & C O
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Representation of Independent Franchise Partners LLP in the litigation relating to the Vivendi spin-off and the mandatory buyout offer (2024 – ongoing)
Representation of Independent Franchise Partners LLP in the litigation arising from the Vivendi spin-off (2024): existence of de facto control by Bolloré and a related mandatory buyout obligation; intervention before the Cour de cassation (quashed on 28 November 2025).
Background
Experience
We intervened voluntarily before the Cour de cassation in support of the interests of minority shareholders, and we continue to assist our client in the proceedings before the Court of Appeal on remand. Our approach combines securities law and corporate law analysis in order to assess the characterisation of de facto control and its consequences under the regulations governing public offers. This matter illustrates our practice in complex securities litigation involving the control of listed companies and the protection of minority shareholders.
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