apportemission

Apportemission is a term found in corporate finance, especially in Francophone jurisdictions, referring to a transaction in which a party contributes assets to a company in exchange for the issuance of new shares. The term combines two elements: aport, the contribution of assets (in kind), and emission, the issuance of capital securities.

Mechanics and purpose: In an apportemission, the contributed assets are valued, often by an independent expert, and the company issues a number of new shares to the contributor corresponding to the asset value. This increases the company's paid-in capital and the contributor’s equity stake, while potentially diluting existing shareholders if the issuance is not limited to the new funds being raised. The operation typically requires compliance with corporate law, approval by the board and/or general meeting, and proper recording in the company’s accounts.

Regulatory and tax considerations: Apportemission touches on both valuation standards and capital structure rules. Valuation must reflect fair market value of the contributed assets, and disclosures may be required. Tax consequences vary by jurisdiction and can affect the treatment of the contributed assets, the capital increase, and the issued shares. Some jurisdictions impose additional filing, registration, or stamp-duty requirements.

Use cases and scope: The arrangement is commonly used to recapitalize a company, bring in non-cash assets in exchange for equity, or align capital structure with contributed assets. It is distinct from an apport en nature (contribution in kind without issuing new shares) and from a straight equity issuance for cash.

See also: apport en nature, capital increase, share issuance, corporate reorganization.