Guide création SICAV / SPPICAV sous la forme de SAS

The AFG published a Guide to creating a SICAV SAS.
The PREAMBLE states the following:
>“This guide complements the one already proposed on the creation of a SICAV in the form of public limited company (SA). It offers an analysis of particularities related to the use of the form of simplified joint-stock company (SAS) expressly permitted by the Monetary and Financial Code (MFC). Attention is paid to the fact that this presentation only list the contractual specificities of SAS. It does not propose drafting of statutes which remains in the hands of each company management (editing adaptable to of the nature of the project).“
The BENEFITS of a SAS are reported as follows:
>The main advantage a SAS lies rather in the flexibility that it permits to put in place in the governance of the company. It is thus in particular possible to distribute decision-making or control powers fairly freely between the various bodies of the company (shareholders/managers).
[…]
The SAS management and associate consultation regime remains largely free and must therefore be adapted to the case per case in the statutes. The only constraint from the Commercial Code is the obligation to appoint a president who must remain the company’s representative vis-à-vis third parties.
[…]
It is recommended to list precisely the legal prerogatives and collective decisions of the associates. Everything else goes into the competence of the President.“
A SET OF PRINCIPLES related to the management is described:
>“If the general provisions of the Commercial Code leave ample freedom to issuers to adapt the operating SAS rules, the specific purpose of SICAVs/ SPPICAVs requires to take into account some additional requirements, notably the autonomy of the AMC having received management delegation, the equality of bearers (appreciated more flexible for AIFs than for UCITS), and the choice of managers (note conflicts of interest, skills).“
Finally, all APPLICABLE ARTICLES in the MFC and the Commercial Code relevant in this context are presented in full.