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Comparative table of the legal structures of the main companies under French law

Comparative table of the legal structures of the main companies

The tables presented here below compare the main legal structures available to promoters of business creation projects. We set out the following points:

  • Number of partners;
  • Responsibility of partners;
  • Responsibility of leaders;
  • Capital amount;
  • Net profit taxation;
  • Executives compensation tax regime;
  • Social scheme for managers;
  • Social scheme for partners.
 

COMMERCIAL COMPANIES

NON-COMMERCIAL COMPANIES

 

Individual companies and EIRL

EURL

SARL

S.A.

SAS and SASU

SNC

SCOP

Associations

SCI

NUMBER OF PARTNERS

It consists only of the individual entrepreneurOne single partner (natural or legal person)2 partners minimum
100 maximum
(physical or legal persons)
2 partners minimum in unlisted companies
7 partners minimum in listed companies
Partners may be physical or legal persons
Minimum 1 partner-No maximum
(physical or legal persons)
Minimum 2 partners no maximum legal
(physical or legal persons)
2 partners minimum (Scop SAS)
2 partners minimum (maximum 100 for Scop SARL) At least 7 partners (Scop SA)
2 members minimum
no maximum
2 members minimum
no maximum
RESPONSIBILITY OF PARTNERS
Liability of the individual entrepreneur over all of his personal property with the exception of his main residence. Other real estate can be protected by a declaration of exemption from seizure. In the event of an option for the EIRL, it will be able to isolate its personal property from the prosecution of professional creditors.The partner’s liability is limited to the amount of his contributions, unless he has committed management errors.The partners’ liability is limited to the amount of their contributionsThe partners’ liability is limited to the amount of their contributionsThe partners’ liability is limited to the amount of their contributionsPartners are jointly and severally liable on all of their personal propertiesThe partners’ liability is limited to the amount of their contributions.Non-executive members are not responsiblePartners are liable on all of their personal properties
RESPONSIBILITY OF LEADERS
Civil and criminal liability of the entrepreneurCivil and criminal liability of the managerCivil and criminal liability of the manager (s)Civil and criminal liability of the manager (s)Civil and criminal liability of the manager (s)Civil and criminal liability of the manager (s)Civil and criminal liability of the manager (s)Civil and criminal liability of the manager (s). Liability reduced under certain conditions when the manager performs his duties on a voluntary basis.Civil and criminal liability of the manager (s)

CAPITAL AMOUNT

In this case the share capital does not existAmount freely fixed by the partner, according to the needs of the company
Compulsory release of 20% upon incorporation and the balance within 5 years
Amount freely fixed by the partner, according to the needs of the company
Compulsory release of 20% upon incorporation and the balance within 5 years.
37,000 euros minimum
Compulsory release of 50% of the contributions to the constitution and the balance within 5 years
Amount freely fixed by the partner, according to the needs of the company
Compulsory release of 50% of the contributions to the constitution and the balance within 5 years
Amount freely fixed by the partner, according to the needs of the company
Full release of contributions to the constitution is not compulsory. The balance will be paid at the request of the management
€ 18,500 for Scop SA
€ 30 for Scop Sarl or SAS
There is no social capital
Members can make contributions with the possibility of recovering them when the association is dissolved.
No minimum

NET PROFIT TAXATION

The business owner is directly liable for income tax
In the event of an option for EIRL, possibility of opting under certain conditions for corporate tax
The company is not taxed, the sole shareholder is taxed directly for income tax as in a sole proprietorship
The EURL can opt for corporate tax and thus the manager will pay tax on the income on his remuneration and the company will be taxed on the net profit to the corporation tax
The net profits are subject to corporation tax and the remuneration of managers to income tax
The company may opt for income tax in the case of family SARL or, under certain conditions, for SARL less than 5 years old
The net profits are subject to corporation tax and the remuneration of managers to income tax
The company may opt for income tax under certain conditions, for SA less than 5 years old
The net profits are subject to corporation tax and the remuneration of managers to income tax
The company may opt for income tax under certain conditions, for SAS less than 5 years old
The company is not taxableEach partner is taxed on his share of profits for income tax (in the category of industrial and commercial profits)
The company can however opt for corporate tax
Profits are subject to corporation tax
Exemption from corporation tax for the fraction of profits distributed to employees in respect of the participation and for that set aside as part of the investment provision
Associations which make profits, with for-profit purposes, are subject to corporation tax at the standard rate
Non-profit associations benefit from a reduced corporate tax rate on their only income from assets
Non-profit associations whose revenues ancillary sales do not exceed € 60,000 per year, are tax exempt
The company is not taxable
Each partner is taxed on his share of profits for income tax (in the category of property incomes)
The company can however opt for corporate tax
EXECUTIVES COMPENSATION TAX REGIME
Income tax in the category corresponding to the activity of the company.Income tax in the category of industrial and commercial profits or non-commercial profits (EURL for income tax), or in that of salaries and wages (EURL for corporation tax)
The sole associate manager of EURL at IR regime can choose the micro-enterprise tax regime
Salaries and wages tax regime, except if the company opt for income taxSalaries and wages for the chairman of the board of directors (for conventional SA)
Unless the company option for income tax
Salaries and wages tas regime for the president, except if the company opt for income tax.Income tax in the category of industrial and commercial profitsTax regime of salaries and wagesTax regime of salaries and wages if remuneration is paid.The manager can only be an employee if he is not a partner

SOCIAL SCHEME FOR MANAGERS

Self-employed workers schemeSelf-employed workers scheme when the manager is the sole shareholder
Assimilated-employee when the manager is not a partner
SARL submited to corporation tax:
Minority or egalitarian manager: assimilated-employee
Majority manager: self-employed
Option to IR: See SNC regime
SA in classic form: The chairman is considered an employee The other members of the board of directors do not come under any social security scheme because they are not remunerated for this functionThe president is assimilated-employee in SAS and SASU subject to corporation taxSelf-employed workers schemeManagers are assimilated to employees in particular with regard to unemployment insuranceManagers are assimilated-employees under certain conditions 

SOCIAL REGIME FOR PARTNERS

No partnersSelf-employed
worker scheme
SARL subject to
corporate tax:
Employees scheme (if they have an employment contract)
SA subject to
corporate tax:
Employees scheme (if they have an employment contract)
SAS subject to
corporate tax:
Employees scheme (if they have an employment contract)
Self-employed workers
scheme
Employees scheme if they have an employment contractNo working contract
possible for
members
 

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