Sub-subparagraph 1: Declarations for registration purposes

Articles in this section · 11

Article R123-253

French Commercial codeIn force

Updated 6 Nov 2023

The following information relating to the company's governance shall also be entered in the National Register of Companies, upon declaration by the company at the time of its registration:

1° The surname, usual name, pseudonym, forenames, date and place of birth, nationality, personal address and telephone and e-mail details of the partners who are indefinitely liable or jointly and severally liable for the company's debts;

2° Depending on the legal form, the name, surname, pseudonym, forenames, date and place of birth, nationality, home address and telephone and electronic contact details of:

a) The managers, chairmen, directors, officers and employees of the company. a) Managers, chairmen, managing directors, deputy managing directors, members of the management board, chairman of the management board or, where applicable, sole managing director, partners and third parties with the power to direct, manage or bind the company on a regular basis, with an indication, for each of them in the case of a commercial company, whether they bind the company alone or jointly with regard to third parties;

b) Directors, chairman of the board of directors, members of the management board or, where applicable, sole managing director b) Directors, chairman of the board of directors, chairman of the supervisory board, members of the supervisory board;

3° Where applicable, the surname, business name, pseudonym, first names, date and place of birth, home address or professional address and nationality of the statutory auditors;

4° Where the persons referred to in 1° and 2° are legal entities, the company name, legal form, address of the registered office and:

a) For legal entities governed by the law of the country in which the company is incorporated, the name of the company, the legal form, the address of the registered office and the following information a) For legal entities incorporated under French law and registered in the register, the information referred to in 1° and 2° of Article R. 123-237;

> b) For companies governed by French law, the information referred to in 1° and 2° of Article R. 123-237. b) For companies governed by the legislation of another Member State of the European Union or a party to the Agreement on the European Economic Area, the number and place of registration in a public register;

> c) For legal entities not governed by the legislation of another Member State of the European Union or a party to the Agreement on the European Economic Area, the number and place of registration in a public register c) For legal entities that are not registered or are governed by the legislation of a State that is not a member of the European Union or a party to the Agreement on the European Economic Area, the name, common name, pseudonym, forenames and domicile of the persons who have the power to direct, manage or commit them on a regular basis;

> d) Where the appointment of a duly authorised person is required, the name and address of that person. d) Where the appointment of a permanent representative is required by law, the information relating to the permanent representative referred to in 2°;

5° For sociétés civiles professionnelles d'experts fonciers et agricoles, sociétés civiles professionnelles d'experts forestiers or sociétés civiles professionnelles d'experts fonciers et agricoles et d'experts forestiers, only the information mentioned in second paragraph of Article R. 173-9 of the Rural and Maritime Fishing Code;

6° Where the natural persons mentioned in 1° and 2° are agricultural workers within the meaning of article L. 311-2 of the French Rural and Maritime Fishing Code, their registration number in the National Identification Register of Natural Persons is also entered, if they are registered there.

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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