Wines & Spirits

Wines & Spirits

In the wine and spirits industry, our firm supports clients in navigating the major challenges transforming the sector: environmental transition, evolving consumer habits, market consolidation, and increasing internationalization.

We assist all stakeholders in the supply chain, from wine cooperatives to independent producers, offering in-depth expertise in both corporate matters (mergers and acquisitions, business transfers) and in negotiating and drafting commercial contracts (distribution, supply, export).

Our dedicated team also handles industry-specific disputes and provides counsel on interactions with regulatory bodies. Our deep understanding of the regulatory and economic issues within the sector allows us to provide strategic advice tailored to the unique challenges faced by the wine industry.

Corporate & M&A: Structuring, Acquiring, and Transferring

Acquiring or selling a vineyard, a trading house, or a stake in a wine and spirits business raises specific legal and tax issues that demand dedicated expertise.
Our team advises throughout the transaction lifecycle: legal due diligence tailored to sector-specific considerations (analysis of planting rights, appellations, rural leases, inventory, and trademarks), deal structuring (asset deals, share transfers, capital contributions), negotiation and drafting of transaction documentation (sale agreements, representations and warranties, shareholder agreements), and post-acquisition support.
We also assist families and corporate groups in the succession planning and reorganisation of their operating structures, working closely with tax and wealth management advisors.

Representative matters:

  • Sale of an equity stake in a company operating a vineyard and organisation of the relations between the shareholders
  • Advising a foreign investor on the acquisition of a French vineyard, including corporate structuring and regulatory matters (SAFER pre-emption rights, farming authorisation requirements)

Distribution, Antitrust, and Commercial Agreements

The marketing and distribution of wines and spirits operates within a demanding regulatory framework, both under competition law and the rules governing the sale of alcoholic beverages.

Our team advises producers, traders, and distributors on the negotiation and drafting of commercial contracts (distribution agreements, supply agreements, commercial agency agreements, export contracts) and on the assessment of their business practices under French and EU competition law.

We have particular expertise in joint purchasing agreements and horizontal cooperation arrangements between competitors, which are subject to strict scrutiny under European and French antitrust rules. Our command of these issues enables our clients to pursue commercial objectives while managing regulatory risk.

Representative matters:

  • Advising a subsidiary responsible for the distribution of products from a major beverage company, on the analysis and implementation of a joint purchasing agreement concluded with its main competitor in France
  • Assisting a producer in structuring its international distribution network

Litigation and Regulatory Proceedings

Disputes in the wine and spirits sector require a specific understanding of the industry: conflicts among cooperative members, disputes related to appellations of origin and geographical indications, commercial litigation involving distributors or business partners, and customs investigations.

Our team has proven experience handling these matters before civil, commercial, and criminal courts, as well as in assisting clients during investigations conducted by administrative authorities (French customs, DGCCRF consumer protection agency).

Representative matters:

  • Defence of a cooperative under investigation by the French customs authorities for alleged trafficking of grapes and musts
  • Advising wine cooperatives in a dispute with other cooperatives within a union of cooperatives
  • Advising a wine cooperative in a dispute with one of its members regarding compliance with grape delivery obligations

International Dimension

  • Defense of a cooperative under investigation by the French customs authorities for alleged trafficking of grapes and musts.
  • Advice to a subsidiary responsible for the distribution of products from a major beverage company, on the analysis and implementation of a joint purchasing agreement concluded with its main competitor in France.
  • Sale of an equity stake in a company operating a vinyard and organization of the relations between the shareholders

Why engage a full-service business law firm for a wine and spirits transaction?

Acquiring a vineyard or a beverage company is not a standard real estate transaction. It involves sector-specific due diligence (planting rights, appellations, rural leases, inventory, trademarks), tailored legal and tax structuring, and often competition or regulatory considerations. A business law firm with sector expertise provides the comprehensive perspective that single-issue specialists cannot.

Can a foreign investor acquire a vineyard in France?

Yes. France welcomes foreign investment in the wine and spirits sector. However, the acquisition must comply with specific regulations governing agricultural land, including SAFER pre-emption rights and farming authorisation requirements. The deal structure (direct acquisition or through a holding company) and the applicable tax regime depend on the investor’s nationality and circumstances.

What are the main legal risks in wine and spirits distribution?

Key risks relate to the compliance of distribution arrangements with competition law (particularly horizontal agreements between competitors), adherence to the regulations governing alcohol advertising (the Evin law), protection of trademarks and appellations of origin, and commercial disputes arising from the termination of business relationships.