The process is governed by French law and typically follows a four-phase path, from the initial decision through final registration.
1. The decision and strategic legal structuring
Before any formal steps in France, the US parent should approve the project — usually through a board or shareholder resolution that confirms the company name and appoints the legal representative of the new entity.
Choosing the right legal vehicle
For foreign groups and scale-ups, the SAS is often the default. It offers flexible governance and aligns naturally with US corporate practices. Unlike the more rigid SARL, the SAS lets shareholders define operating rules in the bylaws.
Appointing the legal representative
The Président is the mandatory legal representative — a physical person or a legal entity (the US parent). Having a local contact or partner is highly recommended to avoid signature delays.
2. Legal foundations and capital deposit
Drafting the bylaws (Statuts)
The bylaws set governance, decision-making, business purpose, and shareholder rights. They must be drafted so French legal requirements and US operating expectations coexist — typically translated or drafted bilingually.
The capital deposit process
Open a bank account in the name of the company "in formation" and deposit the initial share capital (often as low as €1 for a SAS). The bank issues a certificat de dépôt des fonds, strictly required for registration. Opening a bank account from abroad can be a challenge — banks run deep KYC on the parent and ultimate beneficial owners.
Registered address and public notice
The company needs a registered office (siège social) in France — commercial lease or domiciliation agency. A notice of incorporation must then be published in a legal announcement journal (JAL).
3. Online registration via the "Guichet Unique"
Since 2023, company formation is handled through the Guichet Unique — the mandatory government one-stop portal operated by INPI.
Required documentation
- Signed bylaws (statuts).
- Certificate of funds deposited.
- Documents proving the US parent's existence (Certificate of Incorporation, Good Standing).
- Identity and non-conviction declarations for the corporate officer.
Depending on the state of incorporation, certified translations and an apostille may be required.
SIREN, SIRET, and the Kbis
Once validated, you receive the SIREN (9-digit company ID), SIRET (14-digit establishment ID), and the Kbis — the only official proof of legal existence, needed to unlock the bank account, sign contracts, and set up utilities.
4. Immediate compliance obligations post-registration
Tax registration and VAT (TVA)
The company falls under French corporate income tax (IS). The most critical immediate step is VAT registration — French TVA follows strict EU rules that differ significantly from US sales tax.
Accounting standards and the PCG
Books are maintained under the Plan Comptable Général: a French chart of accounts, monthly or quarterly bookkeeping, and processes that feed cleanly into US GAAP consolidation.
HR, payroll, and URSSAF
Hiring employees triggers URSSAF registration. French payroll is complex, with numerous social contributions paid monthly. There is no "at-will" employment — every hire requires a written contract compliant with the relevant Collective Bargaining Agreement (CCN).
Conclusion: bridging the gap between the US and France
Opening a subsidiary in France is a structured process that requires precision. The administrative steps are digital, but the nuances of French labor law, tax compliance, and accounting standards remain. A bicultural partner like Impulsa x Orbiss helps translate US operating habits into French compliance from day one.