Commercial companies
The “Société Anonyme” or SA (Public Limited Liability)
The incorporation should be made in a written document
Shareholders
The shareholders should be at least two. There is also a specific SAS type status.
The shareholders can be individuals or legal entities. Their responsibility is limited to their contribution.
Share capital
The minimum share capital is EUR 31,000, and should be paid up in an amount of at least ¼ by each shareholder.
The founders are jointly responsible for the payment of the share capital of the company.
The share capital can be increased by a decision of the general meeting of shareholders, on a simple proposal by the board of directors.
Company administration
The company is run by a Board of Directors which should be made up by at least three members, shareholders or non shareholders (*). The directors’ powers are generally set in the by-laws. Failing that, the law reserves for them the power to carry out any act necessary or useful for the completion of the corporate purpose except those reserved for the general meeting.
Directors are responsible to the company for faults committed in their management.
The daily management of the company may be delegated to one or more directors which in that case bear the title of “delegated director”.
Note (*): except for SAS’s which can be managed by a single director.
Account auditor
The accounts of an S.A. should be checked by an account auditor.
Account auditors have an unlimited right of supervision and control over the S.A’s transactions.
They submit the result of their audit work to the general meeting.
Ordinary general meeting
The general meeting should be held at least once a year on the date specified in the by-laws. General meetings of shareholders are sovereign.
Shares
The shares are bearer shares or registered shares:
- They are registered until their full payment.
- The shares can then be converted into bearer shares on the shareholder’s request.
- Owners of bearer shares may at any time request their conversion into registered shares.
Bonds
- Bonded loans can be issued.
- Bonds can be bearer or registered.
Liquidation
It is decided by the general meeting which should appoint the receiver on that occasion and one or more liquidation commissioners.
It is then the general meeting’s responsibility to close the liquidation, after hearing the receiver and commissioner’s report.
It is our wish to support you all the way throughout the growth of your company (from start-up and in its everyday management) and become a real support to the growth of your business.
Please don’t hesitate to send us your online request for further information.
