How to Set Up a Company in France: A Foreign Founder's Guide

How to set up a company in France: what a foreign founder needs to know

A foreign founder can set up a French company without holding a French residence permit, without putting up a minimum capital, and without being physically present in France on the day of incorporation. The whole process — drafting the bylaws, depositing the capital, and getting the registration certificate (the K-bis) — takes two to three weeks for a clean file, and almost all of it can be done remotely.

This guide explains the key steps involved, who is eligible to set up the company, the associated costs, and what to expect once the company has been successfully registered.

For foreign founders, the most commonly used structure is the SAS (société par actions simplifiée). This highly flexible joint-stock company accommodates both foreign individuals and corporate shareholders, allows a foreign legal entity to act as president, and aligns with the governance and contractual standards typically expected by international investors.

What kind of company to set up in France as a foreign founder

For most foreign founders, the SAS is the right company form. The SAS accepts a single shareholder (and is then called a SASU), a foreign individual, a foreign legal entity. Its bylaws can be drafted in any language and filed with a French translation. Its president can be a foreign company acting through its own legal representative — something the SARL and the SA both refuse.

The other two French commercial forms — the SARL (société à responsabilité limitée) and the SA (société anonyme) — are real options but for narrower profiles. The SARL fits an owner-run business with no plan for outside investment and a founder comfortable with the self-employed social regime. The SA fits a company aiming for a public listing or operating in a regulated activity that requires the form. For everyone else, the SAS gives more flexibility for less procedural cost. A full side-by-side comparison sits in our SAS vs SARL vs SA guide.

The single-shareholder variant of the SAS — the SASU — is governed by the same rules with two practical relaxations. Accounts approval can be done by a simple deposit at the registry when the sole shareholder is an individual who is also the president; and certain restrictive provisions of the bylaws (approval clauses, share lock-ups, exclusion clauses) are inoperative until a second shareholder joins. A solo founder can start as a SASU and slide into a multi-shareholder SAS, with no formal transformation, the day a co-founder or an investor is admitted.

Who can set up a company in France as a foreigner

There is no nationality test. A foreign individual or a foreign legal entity can hold any percentage of a French SAS, including 100 %. The one exception is France's foreign-investment screening: taking control of, or crossing 25 % of the voting rights in, a company active in a sensitive sector — public order, public security, national defence and similar regulated activities — requires prior clearance from the Ministry of the Economy.

There is no requirement to live in France. The founder does not need a French address — only the company itself needs a registered office in France. That registered office can be a leased commercial space, a coworking address, a domiciliation contract with a registered provider, or the personal home address of the company's legal representative — permanently where neither the lease nor the co-ownership rules prohibit it, or, where they do, for a maximum of five years after notifying the landlord or the co-ownership syndicate, the office then having to move before the five years expire.

A foreign founder who plans to also live in France and run the business there will need a residence permit. Three permits are typically used: a carte de séjour temporaire entrepreneur / profession libérale valid for one year, a carte de séjour pluriannuelle "talent — porteur de projet" (formerly passeport talent) valid for four years, or a carte de résident valid for ten years. The choice depends on the founder's project, capital, and personal situation. A founder who intends to incorporate but to remain based abroad does not need any French residence permit; a copy of a valid passport or national identity card is enough for the registration file.

A French minor cannot serve as a director on their own. A minor can be authorised by their legal administrator to perform the day-to-day administrative acts of setting up and running an SASU, but contributing real estate or a business as in-kind capital remains an act of disposition reserved to the legal administrator under Art. 388-1-2 of the French Civil Code.

A foreign founder who has been disqualified from managing a French company — typically as a result of a bankruptcy sanction or a criminal conviction recorded on the fichier national des interdits de gérer — cannot serve as president, directeur général, or other officer until the disqualification is lifted. The registrar checks the national register of disqualified managers directly at registration; each officer must in addition sign a declaration of non-conviction, false statements being criminally punishable.

How much capital you need to set up a company in France

There is no statutory minimum capital for an SAS or for a SARL. The bylaws can fix the share capital at €1, and the company is validly formed. Among the commonly used forms, only the SA still imposes a minimum, set at €37,000 under Art. L 224-2 of the French Commercial Code — a rule the SAS is expressly exempted from.

However, what the rule says and what makes commercial sense are two different points. A capital of €1 can be flagged by banks at account opening, can weaken the founder's position when negotiating leases or supplier credit, and can look thin to early counterparties who pull a K-bis. A range of €5,000 to €50,000 is commonly chosen for an operating SAS in its first years; holding companies and joint ventures are sometimes funded higher to support the planned investment.

Capital can be contributed in three forms: cash, assets in kind, or — only in the SAS and the SARL — services and know-how, which are called apports en industrie.

For cash contributions, the rule is the libération — the share of the subscribed amount that must be paid into a blocked account before the company is registered. In the SAS, half of the par value of the cash-subscribed shares (50 %) must be paid up on subscription. The balance is called by the president within five years. The cash sits at the depositary — a French bank, a notary, or an authorised financial institution — until the K-bis is issued; only then are the funds released and usable for the company's operations.

For in-kind contributions, the rule is the appointment of a commissaire aux apports (an independent valuer). A commissaire aux apports must be appointed when an in-kind contribution exceeds €30,000, or when the in-kind contributions together represent more than half of the share capital. The two tests apply independently: a €20,000 contribution that tips the capital majority triggers the requirement even though it sits below the monetary threshold. The valuer's report is annexed to the bylaws and filed with the registration file.

For apports en industrie — services or know-how contributed in exchange for shares — the SAS regime allows the bylaws to set the modalities freely. The contributor receives shares carrying economic and voting rights; those shares are inalienable and do not add to the stated capital. The SARL also permits apports en industrie. The SA does not permit them at all.

Capital can also be paid up by set-off against a liquid claim the founder holds against the company — a shareholder loan capitalised at incorporation, for instance — but only when the company already exists, which makes it more relevant to a later capital increase than to the original incorporation.

In-kind contribution check: do you need a valuation auditor to set up your French company?

Enter your figures and see whether the founders can lawfully waive the in-kind valuation auditor, and what the waiver costs in shareholder liability.

Who runs your company in France: the president and other officers

A French SAS must have a president. The president can be an individual (a personne physique) or a legal entity (a personne morale) — and, unlike in the SARL or the SA, the president can be a foreign legal entity acting through its own legal representative. A US Inc., a UK Ltd, a German GmbH, a Swiss SA, or any other foreign corporate form can be appointed president of a French SAS subsidiary.

The president has the broadest powers to act for the company against third parties: any act signed by the president binds the company, even an act outside the corporate purpose set out in the bylaws, unless the third party knew it was outside scope or could not have been unaware of it. The bylaws cannot defeat this rule against third parties; they can only allocate liability internally between the president and the shareholders.

The bylaws can install other officers — a directeur général (CEO), one or several directeurs généraux délégués (deputy CEOs), a board of directors, a supervisory committee, an executive committee, a strategic committee. The SAS leaves all of this to the bylaws. Whichever officers and committees exist must be set out in the bylaws, and those with the power to bind the company habitually are declared to the trade registry, because their identity and powers must be known to third parties dealing with the company.

A remunerated SAS president is treated, for French social-insurance purposes, as an assimilé salarié — affiliated to the general employee regime — regardless of shareholding. A 100 % SAS president receives the same coverage profile as a 5 % president, provided remuneration is paid. The remunerated SAS president is therefore covered for sickness, family, work-accident, and retirement on the employee scale, but does not pay into the unemployment branch and does not accrue unemployment rights from the SAS mandate alone.

A non-remunerated mandate generates no affiliation. A founder who postpones drawing remuneration in the early months will need to plan personal cover separately during that period.

Bylaws for setting up a company in France: what they must contain

The bylaws (statuts) of an SAS are the company's foundational document. They are signed by all the founders or by a duly authorised attorney and govern the company until they are amended.

The Commercial Code lists the mandatory mentions:

• The company's legal form (SAS, SASU).
• Its corporate name (dénomination sociale) and any acronym.
• Its corporate purpose (objet social) — the business activities the company is entitled to carry out.
• The address of its registered office (siège social).
• Its duration, capped at 99 years per term, renewable.
• The amount of share capital and the number of shares issued against each founder's contribution.
• The contributions made by each founder (cash, in kind, in industry).
• The rules on collective shareholder decisions: which decisions require collective approval, which method of consultation applies (meeting, written consent, signed instrument), what quorum and majority apply.
• The identity of the first president and, where applicable, the first directeur général.

Where the SAS expects to issue actions de préférence (preference shares carrying tailored economic or voting rights), to install an approval clause on share transfers, to lock founders' shares for a period, or to allow the exclusion of a shareholder in defined circumstances, those provisions must be set out in the bylaws as well. The contractual freedom of the SAS lives in the bylaws — anything that is not in the bylaws can typically not be enforced against third parties or against the company itself.

The bylaws can be drafted in any language but must be filed with a French translation. Most international groups prepare a French version and an English version side by side; the French version is the one filed at the registry, the English version is for the founders' own use.

A separate document — the pacte d'associés, or shareholders' agreement — is commonly signed alongside the bylaws when there is more than one shareholder. The pacte covers terms the founders prefer to keep out of the public bylaws: detailed exit mechanics, drag-along and tag-along, lock-up beyond what the bylaws say, board observer seats, information rights, non-compete and non-solicitation. A breach of the pacte is enforceable as a contract claim between the parties — but only the bylaws can produce nullity of a transfer made in breach. For investor-grade SAS, both documents are needed.

Step by step: how to set up a company in France

The full sequence runs in five stages. With a clean file, the whole process takes two to three weeks from the first draft of the bylaws to the K-bis.

Stage 1 — drafting the bylaws. The founders agree on the terms; counsel drafts the bylaws and any side documents (a shareholders' agreement, a pacte d'associés, where there is more than one founder). The bylaws are not signed yet — the cash deposit must come first.

Stage 2 — depositing the cash capital. The founders open a blocked account in the company's name (the compte bloqué de constitution) at a French bank, a notary, or an authorised financial institution. Each founder pays in their cash contribution. The depositary issues a certificate (certificat du dépositaire des fonds) listing every subscriber, the number of shares each subscribes, and the amount paid. The funds remain blocked until the K-bis is issued.

Stage 3 — signing the bylaws. The founders sign the bylaws — in person or by attorney under a duly notarised power — and any in-kind contribution agreement. If a commissaire aux apports has been appointed, the valuation report is annexed and any opening shareholders' agreement is signed in parallel.

Stage 4 — publishing the legal notice. A formal notice of incorporation is published in a press outlet authorised to receive legal notices in the département of the registered office. The notice lists the legal form, the corporate name and any acronym, the share capital, the registered office, the corporate purpose, the duration, the identity of the president and any other officers required to be disclosed (a directeur général, members of a board if installed), the registry where the company will be registered, and any specific provisions disclosed by law (approval clause on share transfers, capital variability, double voting rights). The cost is set at a flat fee — €197 in 2025 for an SAS in metropolitan France, €141 for a SASU; the fee is higher only in La Réunion and Mayotte (€231 and €165).

Stage 5 — filing at the Guichet unique. Since 1 January 2023, all incorporation formalities run through the Guichet unique — a single online portal operated by the Institut national de la propriété intellectuelle (INPI). The founder uploads the bylaws, the depositary's certificate, the valuer's report (if any), proof of the registered office (lease, domiciliation contract, utility bill at the legal representative's home), the legal-notice attestation, the founders' identity documents and signed declarations of non-conviction (déclarations de non-condamnation et de filiation), and any sectoral authorisation if the corporate purpose covers a regulated activity.

Once the file is accepted by the registry of the commercial court, the registrar checks completeness and conformity, then registers the company and issues the K-bis. The standard turnaround is one full working day from registry receipt; a complex file can take up to five days. An incomplete file is returned with a request for missing documents; the founder has fifteen working days to fix it. The funds at the depositary are released against the K-bis, and the company can start operating.

Check your path for setting up a company in France

Answer one question and get the point of the process where founders in your position most often lose time — and what to prepare before filing.

What it costs to set up a company in France

The legal minimum out-of-pocket cost to register an SAS is the legal-notice publication and the registry filing. Beyond that, the founders choose how much to spend on legal drafting, on banking, and on the registered office.

Mandatory line items:

• Legal-notice publication: €197 HT for an SAS in metropolitan France in 2025, €141 HT for a SASU; €231 HT and €165 HT respectively for La Réunion and Mayotte.
• Registration formality at the registry of commerce: a small filing fee (typically in the order of €40–50 for an SAS), plus the cost of UBO (bénéficiaire effectif) declaration filing.

Optional but typical line items:

• Counsel's fees for drafting the bylaws and any shareholders' agreement, coordinating the deposit of capital and the registration file. Foreign founders incorporating an investor-grade SAS commonly budget several thousand euros for this work.
• Bank charges for opening the company's first account.
• Domiciliation contract or office lease, if the registered office is not at the legal representative's home.
• Translation costs if the bylaws are signed in a language other than French.
• The commissaire aux apports fee, if in-kind contributions trigger the appointment threshold.

For a single-founder SASU using a domiciliation address, signing template bylaws lightly tailored, and contributing only cash, the all-in legal cost can be kept under €1,500 plus the share capital itself. For an investor-grade SAS with multiple founders, a tailored shareholders' agreement, an in-kind contribution package, and a commercially located registered office, the legal cost is materially higher and is usually scoped as a fixed fee at the start.

What happens after you set up a company in France

The day the K-bis is issued, the cash deposited at the compte bloqué de constitution is released and transferred to the company's first operational account. The company has a SIREN (its national identifier), a SIRET (its identifier per establishment), an APE code (its main activity code), and is registered with the registre du commerce et des sociétés (RCS).

Several obligations follow within the first weeks and months.

UBO declaration. Every French company must declare its beneficial owners (bénéficiaires effectifs) — every individual who, directly or indirectly, holds more than 25 % of the capital or the voting rights, or who otherwise exercises a controlling power over the company. In practice, the UBO declaration is filed at the same time as the registration file via the Guichet unique. The declaration is updated each time the ownership or control changes. A foreign-controlled SAS must trace its UBO chain through every layer of foreign holding until it reaches the controlling individual.

VAT registration. Most operating companies need a French intra-Community VAT number. The number is generated automatically at registration; activation depends on the corporate purpose and on the company's actual or expected turnover. A foreign-controlled SAS supplying services across the EU usually wants the VAT number live within the first month.

Bank account. The blocked deposit account converts into the company's first operational account at the same bank, or the funds are transferred to a new bank chosen by the founders. French banks have tightened onboarding for foreign-controlled companies in recent years; counsel often helps with the introduction and the supporting file (corporate documents, UBO chain, source of funds).

Statutory auditor (CAC), if thresholds are crossed. The appointment of a commissaire aux comptes is mandatory when, on a standalone basis, the company exceeds two of three thresholds at the close of a financial year: a €5 million balance sheet, €10 million in turnover, or fifty employees. Inside groups, the head of a group exceeding those same thresholds on an aggregated basis must appoint one, and controlled companies that themselves exceed lower thresholds (€2.5 million / €5 million / 25 employees) must do so as well. Companies below the thresholds can still appoint one voluntarily, and many do for governance reasons or because an investor requires it.

Annual accounts. Each financial year, the president must prepare the annual accounts (balance sheet, profit and loss, notes), submit them to the shareholders, and file them at the registry of commerce. In a SASU where the sole shareholder is an individual who is also the president, accounts approval is simplified: depositing the signed accounts and inventory at the RCS within six months of the year-end is treated as approval — although the sole shareholder must still decide on the allocation of the result. In a SASU generally, the sole shareholder must approve the accounts within six months of the year-end; in a multi-shareholder SAS, the shareholders take a collective decision under the rules the bylaws set. The accounts are then filed with the registry within the month that follows the decision (two months for electronic filing). Late filing triggers penalties and can lead to a court order against the president.

First hires. A French SAS hiring its first employees registers as an employer with URSSAF (social security) and the relevant complementary pension funds, and signs up to a workplace medicine service. The president, treated as an assimilé salarié, is registered separately and receives the corresponding social cover from the start of paid remuneration.

Sectoral authorisations. If the corporate purpose covers a regulated activity — financial services, real-estate brokerage, employment placement, transport, healthcare, alcohol retail, certain crafts — the relevant authority must issue an authorisation before the activity can start. The Guichet unique relays the request to the competent body, but the company should plan the authorisation timeline separately because it does not always run in parallel with the registration.

Each of these is a separate procedural step. Counsel-led incorporation in France typically scopes the registration itself plus the first wave of post-incorporation filings (UBO, VAT activation, first banking introduction), and hands off ongoing accounting and payroll to a French expert-comptable.

Frequently asked questions about setting up a company in France

This article is for general information only and states French law as published in the sources available at the date shown above. It does not constitute legal advice. The choice of company form and the formalities of incorporation depend on facts specific to each situation. Always seek qualified legal advice before incorporating in France.