Paris: France’s highest civil court, the Cour de Cassation, has overturned a prior ruling that had found the Bolloré family to hold “effective control” over Vivendi, prolonging the drawn-out legal battle surrounding a potential multi-billion euro takeover of minority shareholders. Rather than delivering a final judgment, the court has remanded the case to a Paris appeals court for further consideration, leaving the future of Vivendi’s corporate control unresolved.
The earlier April 2025 decision by the Paris Court of Appeal had determined that while the Bolloré family formally held just 29.9% of Vivendi’s shares slightly below the 30% threshold for a mandatory takeover under French law their influence over board decisions, operational control, and treasury shares effectively gave them control of the company. This expansive interpretation would have triggered a forced buyout of minority shareholders, potentially involving several billion euros. Critics argued that the ruling stretched legal definitions of “control” and raised complex questions about shareholder influence beyond formal shareholding.
The Cour de Cassation, however, rejected this broader reading. In its ruling, the top court emphasized that formal voting rights and ownership percentages remain the primary measure of corporate control in France. Influence through board representation, family reputation, or informal sway in shareholder meetings cannot replace the legal threshold. The court clarified that “effective influence” does not equate to legal control, signaling a narrower approach to corporate governance rules and minority shareholder protections.
With the case now remanded, uncertainty remains over whether the Bolloré family will be obliged to make a compulsory offer for Vivendi’s remaining shares. Analysts note that the decision postpones any potential multi-billion euro takeover and highlights the ongoing ambiguity in French corporate law regarding what constitutes control. Minority investors in Vivendi, along with market observers, are closely watching how the new appeals court will interpret these rules, which could have far-reaching consequences for shareholder rights and corporate restructuring norms across Europe.
The dispute traces back to Vivendi’s restructuring in late 2024, when the media and telecom conglomerate spun off key assets such as Canal+ and Havas, leaving the core Vivendi entity under Bolloré influence. Minority investors, led by activist groups, contested the restructuring, arguing that the Bolloré family retained control without triggering the mandatory takeover clause. The Paris Court of Appeal initially sided with minority investors, but the top court’s intervention has reopened the debate.
Beyond Vivendi, the ruling could reshape European corporate governance practices, influencing how companies structure spin-offs, board representation, and shareholding thresholds. A strict interpretation of control, based solely on formal shares, may enable controlling shareholders to retain influence without triggering buyout obligations, while a broader reading could enhance minority protections in complex corporate restructurings. The eyes of the financial world are now on the appeals court for the next chapter in this high-stakes legal battle.