Companies all have a legal status. These statutes provide information on the social status of the manager(s), on the legal rules that apply and on the taxation of the company. In some cases, they must be written. Here's everything you need to know about company articles of association and how to write them.
The status of a company is simply its legal form. This also defines the taxation of the company and its commercial activity. The statutes provide a lot of information. They make it possible to define the role of the entrepreneur, his salary, his social status and his powers, but also the activity of the company, its specificities and its limits. Depending on the statutes chosen when creating a company, the reaction may be necessary.
Writing articles of association is not mandatory for:
The following legal forms are required to write their statutes.
The SARL, or limited liability company, is a very popular status in France. It can be used by small businesses, medium-sized businesses or even family structures. This business status can have between 2 and 100 partners. It is quite possible to find a single partner. In this case, we speak of a unipersonal form. The SARL becomes an EURL, a sole proprietorship with limited liability. No minimum starting capital is imposed.
The SA, or public limited company, is a status for entrepreneurs who have large-scale projects. To create an SA, you need at least 2 shareholders if the company is not listed on the stock exchange and 7 if it is listed. The minimum starting capital is €37,000. The operation of an SA is complex and requires the establishment of a president, a general manager and a board of directors. This administrative organization must be specified in the statutes.
The SAS is with the SARL, a legal form that is very often found. To create this type of business, you need to be at least two partners. If there is only one, it is a SASU. This is the ideal status for investors planning to pay dividends. are planned and within the framework of projects that provide for the entry of investors. This statute offers a great freedom but in return, the drafting of the statutes is more difficult because the operation must be specified there. The managers of an SAS have the status of employee.
The SNC, or general partnership, is a legal form in which the liability of the partners is joint and several and indefinite. These associates must be 2 in number at the time of creation. A capital must be paid but no minimum amount is imposed. The liability of the partners is unlimited, it also concerns personal property.
The SCOP, or cooperative society, can be a public limited company (SA), a limited liability company (SARL) or a simplified joint stock company (SAS). The activity can be commercial, industrial, craft or service. Regulated liberal professions can group together and form a SCOP. The governance of a SCOP is democratic. Employees with associate status must be in the majority and hold 51% of the share capital.
The SCA and the SCS are statutes which have two types of partners:the general partners, who are the traders, jointly and severally liable and indefinitely, and the limited partners whose liability is limited to the amount of their contribution and who can collect dividends. An SCS has no mandatory minimum capital, but the partners of an SCA must raise capital of at least €37,000. These statutes concern craftsmen, merchants, industrialists and certain liberal professions. On the other hand, legal, forensic and health professions (except pharmacists) cannot opt for an SCA or SCS.
When drafting the statutes, certain mentions are mandatory. They concern the nature of the activity and the operation of the company. Here is the information that must be present on the statutes.
Always depending on the legal form of the company. Other information may appear on the articles of association. Among them, there is the appointment of the directors, the president, the director, the management committee, etc., but also the decision-making rules which decide on the powers of the director(s), partners and other members of the management. . The articles of association indicate the distribution of shares between the partners and specify the dates of the opening and closing of the financial year.
The drafting of the statutes is therefore mandatory for:
They must be drawn up and signed by all the partners who took part in the creation of the company. Model statutes are available on the service-public.fr website as well as on the infogreffe.fr website. It should be noted that if real estate is part of the contribution, a notarial deed must be drawn up. The drafting can be done by the partners but also by lawyers and accountants.
When creating a company, the drafting of the articles of association is the first formality to be completed. It is only after they have been signed by the partners that the company officially exists. The registration of the articles of association is done in the Trade and Companies Register (RCS) during registration. The publication of the statutes is done through a legal announcement.
