The Simplified Stock Corporation

General Information

The SAS is a relatively new but already widely used kind of corporation. It offers most of the advantages of an AS combined with a higher degree of flexibility. However, it cannot be listed on a stock exchange, neither can shares be offered to the public otherwise. It is therefore the ideal corporate form for joint ventures and holding companies.

Incorporation

Formation by at least one person - individual or legal, nationality irrelevant. Establishment by way of transformation also possible.

Incorporation requires inter alia notarial deed of articles of association and registration with the tax authorities. Furthermore the founders have to file a request for entry into the companies' registry (register du commerce et des sociétés), which is followed by the announcement in a legal journal.
Registration: Application must be submitted at a filing office for the companies' registry; the registry is held at the Commercial Court competent for company's corporate seat.
The company comes into legal existence immediately upon registration.

Duration of incorporation approximately 1 - 2 weeks; in urgent cases approximately three days.

Incorporation costs of approximately € 500 (€ 380 - 430 for publication, € 40 for filing, € 60 registration fees).

Capitalisation and Financing

The statutory minimum share capital, of which 50 % must be paid in prior to registration, amounts to € 37,000. Floating share capital possible. Shares can be paid in cash or kind. If paid in kinds, value-statement by certified public accountant must be obtained.

Board Structure

Form of management may be freely determined in the articles of association. Sole legal requirement is the appointment of a chairman (président), who may be a legal entity or individual.

Shareholders' decisions are made by way of shareholders' resolutions at annual or extraordinary general meeting. Annual meetings must be held within six months of the end of fiscal year.

Annual Costs

About € 40 (annual filing costs).

Corporate Taxation and Financial Reporting

French corporations and foreign corporations, which have a permanent establishment in France, engage in complete commercial cycle or have an agent in France with the power to bind the company, are subject to corporate income tax.
Tax rate of 33.83 % on profits up to € 2,289 million and 34.93 % on profits in excess of € 2,289 million.
Annual accounts must be drawn up at the end of the financial year. Accounts must consist of balance sheet, profit and loss statement and annex. Accounting must be done in accordance with French GAAP.

Employee Participation in Corporate Bodies

Generally none.