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- EURL & SARL
How to Set up an EURL or a SARL
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Creating a small to medium operating entity: understand the different company structures available...
In
the case of a SARL, the business must have a minimum of two and maximum of 100
partners.
In
both the EURL and SARL the company can be established with any amount of
capital from €1. The owner or owners' liability is limited to the amount of
their capital investment.
- Bpi France have more
information on EURL (in French)
- Bpi France have more
information on SARL (in French)
Setup process
First
identify if the activities of the intended company are regulated and if so,
verify the qualifications and requirements for a licence and liability
insurance.
For a
full list of regulated professions and the process required to register: Visit Bpi France and
select the profession from the alphabet tabs (in French)
At
this point visit the appropriate local CFE office and request the application
forms and instructions on required documents.
Write and adopt the statuts
The
choice of statuts (articles
of incorporation) can have legal and tax implications. Advice can be sought
from an accountant or notaire. At this point a managing director (gérant) should be named.
Four
dated and signed copies of the statutes must be lodged with the Impôts des Entreprises (SIE)
within one month of the date of signatures. This can be done through the CFE.
Establish
a business address (domicile).
This may be:
- the business
manager's home address if they are a home owner
- a leased
residential address (if agreed by the landlord)
- a rented
"address" from a business which provides this service (société de domiciliation or
a pépinière
d'entreprise)
A
certificate of domicile will be required.
Publish
a notice of company formation in an appropriate publication (legal gazette).
- Bpi France have an
example of the text (in French)
Submitting the application to the CFE
The
CFE can provide the full list of documents required, appropriate to the
activities of the company being formed. However it will include the following:
- Two copies of
the statutes
- A copy of the
gazette or the letter submitting details to the gazette
- Certificate of
domicile of the company
- Named
manager's proof of identity
Once
submitted, the business is officially open. The CFE issues a receipt (récépissé de dépôt de dossier de
création d'entreprise) stating that the business is awaiting
registration (en attente
d'immatriculation). In some cases a unique INSEE number may be
issued.
Preparations
for trading may begin with applications for installation of electricity,
telephone and opening a company bank account. Also registration with the
pensions organisation, company insurance and employee social security.
Note
that the complex nature of the statutes and the legal and fiscal implications
means that the help and advice of an accountant or lawyer is highly
recommended. There are several organisations which specialise in setting up
EURLs and SARLs in France.
Tax and accounting
This
is complex and the advice of a professional corporate accountant or tax lawyer
is advised both before the set up process and during the running of the
company.
The
company must submit books annually.
The profits of a SARL will be assessed for income tax through the system of corporate taxation. There is also the facility for a "family business" (SARL de famille), where owners can elect to be taxed through personal income tax.