APPENDIX 1-1 (APPENDIX TO ARTICLES A. 123-45, A. 123-47, A. 123-50, A. 134-2)

Articles in this section · 11

Article Annexe VIII

French Commercial codeIn force

Updated 4 Nov 2023

AMENDING REGISTRATION APPLICATION FOR GROUPS OF ECONOMIC INTEREST AND EUROPEAN GROUPS OF ECONOMIC INTEREST

When applying for amending registration, the documents that must be submitted are those requested in the previous appendix and establishing the changes or additions that have taken place.

1. Information relating to the person

Where the deeds amending the grouping were filed at the registry before the application for amending registration, copy of the filing receipt.

1.1 Identification of directors.

Documents establishing the changes in status provided for in the previous schedule or in 1 of Appendix II.

2. Information relating

to the registered office and establishment

2.1. Proof of occupancy of the premises where the registered office is located by means of any document drawn up in the name of the grouping to justify the reality of the address declared

2.2. If the legal representative makes use of the option to set up the registered office at his domicile for a limited period, proof of his domicile by any document drawn up in his name enabling the reality of the address declared to be proven.

2.3 Joint occupation of premises: if the grouping's registered office is located on premises jointly occupied by one or more companies: copy of the domiciliation contract referred to in articles R. 123-167 et seq indicating the references of the prefectoral approval provided for in article L. 123-11-3 and an extract from the RCS or trade register of the domiciliary, unless the latter is registered at the same registry or is a French legal entity governed by public law or an association grouping together French legal entities governed by public law.

2.4. Business assets acquired or received by a commercial group.

By purchase, auction: copy of the deed and certificate of publication in a legal gazette or copy thereof.

By donation: copy of the deed of donation.

By contribution: copy of the deed and certificate of publication in a legal gazette or copy thereof.

By management lease: copy of the management lease contract and certificate of publication in a legal gazette or copy thereof.

By management mandate: copy of the management mandate contract and certificate of publication in a legal gazette or copy thereof.

As part of a transfer plan, for the management of the business transferred: copy of the judgment ordering a transfer plan.

2.5. Transfer of the registered office or an establishment.

2.5.1. In all cases for the registered office:

- proof of occupancy of the premises where the registered office is located or proof of the domicile of the legal representative where the registered office is located, by any document drawn up in the name of the person required to register or its representative making it possible to prove the reality of the address declared:

- occupation of premises in common: if the registered office of the grouping is located in premises occupied in common by one or more companies, copy of the domiciliation contract referred to in articles R. 123-167 et seq. indicating the references of the prefectoral approval provided for in article L. 123-11-3 and an extract from the RCS or trade register of the domiciliary, unless the latter is registered in the same registry or if it is a French legal entity governed by public law or an association grouping together French legal entities governed by public law.

2.5.2. Transfer to the jurisdiction of another registry.

In the case of transfer of the registered office: documents provided for in 1.1 of Annex V and a copy of the receipt for filing at the registry of the new registered office, of the deeds deciding on the transfer of the registered office if the formality is not concurrent with the filing.

In the case of the transfer of an establishment: documents provided for in 1.2 or 2.2 of Annex V.

2.6. Secondary registration:

- extract from the main registration document dating back less than three months;

- origin of the business acquired or received by the commercial grouping:

- by purchase, auction, allotment by way of division: copy of the registered deed and certificate of publication in a legal gazette or copy thereof;

- by gift: copy of the deed of gift;

- by devolution of the estate, without partition or licitation: copy of the deed of notoriety or inventory;

- by management lease: for the tenant-manager, copy of the management lease and certificate of publication in a legal gazette or copy thereof;

- by management-appointment: for the agent, a copy of the management-agent contract and a certificate of publication in a legal gazette or a copy thereof;

- as part of a transfer plan, for the management of the business transferred: a copy of the judgment ordering the transfer plan.

2.7. Regulated activity.

Copy of the provisional or definitive authorisation of the diploma or title in accordance with article R. 123-95.

Mariela Petrova

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Common Questions

Working with a corporate lawyer in France — Q&A

Any time a strategic decision changes how the company is owned, governed or contractually bound — incorporation, fundraising, M&A, restructuring, shareholder agreements, or major commercial contracts. Earlier engagement always costs less than later remediation.

A notary (notaire) is a public officer who authenticates specific deeds (mainly real-estate transfers and certain family-law acts). A corporate lawyer (avocat) advises on strategy, negotiates and drafts company documents, and represents you in disputes. The two roles complement rather than overlap.

Yes — most of our clients are foreign suppliers, investors or holding entities. We bridge the gap between French law and your home jurisdiction's expectations and deliver everything bilingually.

The SAS (Société par Actions Simplifiée) is the default choice for most international structures: flexible governance, single shareholder allowed, no minimum capital, and works cleanly with foreign holding entities. We assess SARL, SA, SCI on the merits when the situation calls for it.

Yes — communications with a French avocat are protected by the secret professionnel (Article 66-5 of the Law of 31 December 1971). This protection is broader than the common-law attorney-client privilege and applies to written and oral exchanges.

We work on fixed fees for clearly scoped engagements (incorporation, contract drafting, audits) and on monthly retainers for ongoing advisory. Hourly billing is the exception, not the default. You always know the cost before work starts.

Typical timeline is 2–3 weeks from KYC kick-off to RCS registration, assuming standard documentation. Holding-company structures, foreign-shareholder identification or in-kind contributions can extend this — we flag the gating items at the first meeting.

Absolutely. We routinely coordinate with your in-house counsel, expert-comptable or notaire — pragmatic collaboration is the norm, not the exception. We send them everything they need to do their part without duplicating work.

Mariela Petrova

Mariela Petrova

Avocate au Barreau de Paris

Toque #C2396

15+ Years In Corporate Practice

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Communications protected by professional secrecy — secret professionnel de l'avocat, Article 66-5 of the Law of 31 December 1971.

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