What I take care of

Annual legal compliance, changes, closing and setting up a company.

Annual legal compliance

Every year, the accounts must be approved, the profit or loss allocated and the accounts filed. I prepare everything from the accounts I draw up.

  • Approval of the accounts: general meeting or sole shareholder’s decision
  • Allocation of profit and payment of dividends
  • Filing of the accounts with the commercial court registry, with a confidentiality declaration if your company qualifies
  • Register of decisions kept up to date

Minutes and register

Every shareholder decision is recorded in minutes and kept in the register. I draft the documents and keep the register up to date, on paper or in electronic form.

  • Minutes of general meetings and sole shareholder’s decisions
  • Paper or electronic register, depending on your articles of association
  • Management report, where required

Changes to the articles of association

As your company evolves, the articles of association, the register of decisions and the national business register must keep pace. I prepare the documents and follow each formality through to registration.

  • Transfer of the registered office
  • Appointment or change of company director
  • Increase or reduction of share capital
  • Corporate purpose, company name, financial year-end

Dissolution and voluntary liquidation

A company that no longer serves a purpose should be closed properly: decision, liquidation, closing accounts, then removal from the register.

  • Decision to dissolve and appointment of the liquidator
  • Liquidation accounts and distribution of any surplus
  • Removal from the register on the one-stop online portal for business formalities
  • Dissolution without liquidation when the sole shareholder is a company

Beneficial owners

Every company declares the individuals who own or control it, and keeps this declaration up to date.

  • Declaration on registration
  • Update within 30 days of any change
  • Check at each change in share capital or management

Company formation

Once the legal form is chosen, I prepare the documents and the registration formalities, then keep your books from the very first financial year.

  • Drafting the articles of association
  • Legal notice and registration on the one-stop online portal
  • Declaration of beneficial owners
Choosing a legal form

Legal work, as an extension of my accountancy assignment

Annual legal compliance and filings are handled by KOADVISE, alongside the bookkeeping or review of your accounts. Without an accountancy assignment, or for the sale or restructuring of a company, I act under an advisory assignment through EZM CONSULTING. I do not take the place of a lawyer: disputes and shareholders’ agreements are matters for a lawyer, and I work alongside them when the transaction requires it.

Legal calendar

A legal calendar, monitored for you.

Annual legal compliance follows directly from the accounts. As I draw them up, I prepare both together: the figures in the minutes are those in the balance sheet. I build my own monitoring tools, and each company has its own schedule, from year-end to filing. I use the same kind of tracker within the finance team of a property developer, to monitor the progress of the dissolution and liquidation of 10 to 15 project companies (SPVs).

  • At year-endAccounts drawn up and proposed allocation of profit.
  • Within six monthsApproval of the accounts, within the deadline set by law or by the articles.
  • Within the following monthAccounts filed with the registry, two months for online filing.
  • During the yearEach change published and declared within one month of the decision.

Approval of the accounts

Who approves the accounts, and by when.

The rules vary with your company’s legal form. In single-shareholder companies, one formality is often enough: filing the signed accounts takes the place of approval.

Approval of the annual accounts by legal form
Legal formWho approvesDeadlineGood to know
SARLShareholders’ meetingSix months after the year-endThe minutes include the allocation of profit and accompany the accounts filed with the registry.
EURLSole shareholderSix months after the year-endIf the sole shareholder is also the sole manager, filing the signed accounts with the registry within this period counts as approval.
SASShareholders, as set out in the articlesSet by the articles, most often six monthsMajority and procedural rules are those set out in the articles.
SASUSole shareholderSix months after the year-endIf the sole shareholder is an individual who is the company’s president, filing the signed accounts counts as approval.
SCIPartnersAs set out in the articlesIn an SCI (French property holding company), the manager reports to the partners on the management of the company at least once a year.

Example

A SARL closes its financial year on 31 December 2026. Its shareholders must approve the accounts by 30 June 2027 at the latest. The accounts and the minutes are then filed with the registry within one month of approval, or within two months for online filing. I prepare the accounts, the minutes and the filing in one go.

Changes to the articles

Registered office transfer, new director, capital increase.

Since 2023, changes to a company are declared online on the INPI’s one-stop portal for business formalities (guichet unique). Here are the three most frequent ones, and what they involve.

Transfer of the registered office

  • In a SARL, decision by the shareholders or by the manager, subject to ratification; in a SAS, the body named in the articles
  • Updated articles and legal notice within one month
  • Declaration on the one-stop online portal within one month
  • Outside the jurisdiction of the commercial court: two legal notices and a new declaration of beneficial owners

Change of company director

  • Shareholder decision as provided by law or the articles, recorded in minutes
  • Legal notice within one month
  • Declaration on the one-stop online portal within one month, with the new director’s documents
  • Articles updated if the director was named in them

Capital increase

  • Shareholder decision by the majority required to amend the articles
  • Cash contribution: funds deposited with a bank or a notary
  • Contribution in kind: valuation by a contributions auditor, unless an exemption applies
  • Legal notice, then declaration on the one-stop online portal

How a formality works with me

  1. Analysis

    I check who must decide, by what majority, and the accounting and tax consequences of the change.

  2. Drafting

    Minutes or sole shareholder’s decision, updated articles, text of the legal notice: I prepare the documents.

  3. Signature and publication

    You review and sign. The legal notice is published in an authorised journal in the département of the registered office.

  4. Filing and follow-up

    I file the application on the INPI’s one-stop online portal and follow it through to registration. The register of decisions is updated.

Closing a company

Dissolution and voluntary liquidation, in five steps.

A company with no activity still costs money: accounting, tax returns, bank charges. Closing it properly frees the shareholders and settles the accounts. Closure must in principle take place within three years of the dissolution.

Example

A property project company (SPV) has sold all its units and paid its suppliers. The shareholders decide on its early dissolution at the start of the year, the liquidator settles the last accounts, then the closing accounts are approved a few months later. Removal from the register follows within one month of publication of the closure.

For a group simplifying its structure chart, closing several companies is run as a project, with tracking for each company: it is one strand of myoutsourced CFO assignments, particularly inproperty development.

  1. Decision and liquidator

    The shareholders decide on early dissolution and appoint a liquidator, often the company director.

  2. Publication

    Legal notice, then declaration of the dissolution on the one-stop online portal within one month. From then on, the company carries the words “société en liquidation” (company in liquidation).

  3. Liquidation process

    The liquidator sells the assets, settles the debts and reports to the shareholders. I keep the books during the liquidation and prepare the accounts.

  4. Closure

    The shareholders approve the final accounts, discharge the liquidator and share any surplus. A notice of closure is published.

  5. Removal from the register

    Within one month of publication of the closure, removal from the register is requested on the one-stop online portal, with documents including a tax certificate and a certificate of compliance with social security obligations.

Frequently asked questions

Corporate legal matters and filings: your questions.

Must the accounts be approved every year?

Yes, even if the company made a loss or had little activity. In a SARL, an EURL and a SASU, the law requires the accounts to be approved within six months of the year-end. In a SAS, this deadline is set by the articles of association, often six months as well. Where the sole shareholder of an EURL is also its sole manager, or where the sole shareholder of a SASU is an individual who is its president, filing the signed accounts with the registry within this period counts as approval. The approval minutes include the proposed allocation of profit and the resolution passed. In an SCI, the manager must report to the partners on the management of the company at least once a year.

Can I keep my annual accounts confidential?

Often, yes. A company that does not exceed two of the following three thresholds, €450,000 balance sheet total, €900,000 net turnover and 10 employees, can declare that its annual accounts will not be made public. Up to the small company thresholds, €7.5m balance sheet total, €15m turnover and 50 employees, part of the accounts, in particular the profit and loss account, can remain confidential. The confidentiality declaration is attached when the accounts are filed. Example: a consulting SASU with €300,000 of turnover, a €150,000 balance sheet total and two employees exceeds none of the first three thresholds, so its accounts can remain confidential. I check your situation before each filing.

How do I transfer my company’s registered office?

In a SARL, the manager can decide on the transfer, subject to ratification by the shareholders. In a SAS, the articles of association set out who decides. You then need to update the articles, publish a legal notice and declare the change on the one-stop online portal, within one month of the decision. If the new registered office falls within the jurisdiction of a different commercial court, two legal notices are required, one where the former office was located and the other where the new office is, as well as a new declaration of beneficial owners.

How do I change the company director?

In a SARL, the decision lies with shareholders holding more than half of the shares, unless the articles of association set a stricter rule. In a SAS, it follows the rules set out in the articles. The decision is recorded in minutes, published in a legal notice and declared on the one-stop online portal within one month, with documents including a declaration of no criminal convictions and a statement of parentage from the new director. If the director was named in the articles, they are updated.

What deadlines apply?

The main ones: approval of the accounts within six months of the year-end, unless the articles of a SAS set a different period; filing of the accounts with the registry within one month of approval, extended to two months for online filing; for a change such as a transfer of registered office or a change of director, the legal notice and the declaration on the one-stop online portal within one month of the decision; for beneficial owners, an update within 30 days of any change.

What is the risk of not filing the accounts?

The company director faces a criminal fine of €1,500, rising to €3,000 for a repeat offence. The president of the commercial court can also order the director to file the accounts, subject to a daily penalty. The filing is better handled straight after approval.

What is the register of decisions?

It is the register in which the minutes of shareholder decisions are kept in a SARL or a SAS, or the decisions of the sole shareholder in an EURL or a SASU. In an EURL, the paper register is numbered and initialled, in particular by the commercial court registry or the town hall of the registered office. It can also be kept in electronic form, with safeguards for dating and authenticity, and, in an EURL or a SASU, if the articles of association provide for it. I draft the minutes and update the register with each decision.

How do I close a company that is no longer trading?

Through early dissolution followed by a voluntary liquidation. The shareholders decide to dissolve the company and appoint a liquidator; the decision is published and declared within one month. The liquidator sells the assets and settles the debts, then the shareholders approve the final accounts and discharge the liquidator. A notice of closure is published, and removal from the register is requested within the following month. Closure must in principle take place within three years of the dissolution. Where the sole shareholder of an EURL or a SASU is a company, dissolution without liquidation, with the company’s assets and liabilities passing to that shareholder, is possible.

What is a beneficial owner?

An individual who holds, directly or indirectly, more than 25% of the company’s capital or voting rights, or who controls it by other means. Failing that, it is the legal representative. The declaration is made on registration, on the one-stop online portal, then updated within 30 days of any change. The register is no longer open to the general public. A company that does not put matters right after formal notice may be struck off the register by the court registry and faces criminal penalties.

How much does a legal notice cost?

The rate is regulated and set by ministerial order. Company formation and several common changes, such as the appointment or departure of a director, are charged at a flat rate: in 2026, €109 excluding VAT for a change of director, outside overseas France. Other notices, and those covering several changes, are charged by the number of characters, at a rate that depends on the département, higher in Paris and its inner suburbs. This cost comes on top of the formality fees and my fees, which are set out in my proposal.

Can a chartered accountant handle my company’s legal matters?

Yes. Alongside the bookkeeping or review of your accounts, KOADVISE handles the approval of the accounts and routine changes to your company, as well as the formation of a company whose books I will then keep. Without an accountancy assignment, I act under an advisory assignment through EZM CONSULTING. For a dispute or a shareholders’ agreement, I refer you to a lawyer.

Thresholds, deadlines, new obligations: every week, find thelegal, tax and accounting news that matters to business owners (in French).

An SCI to run? See also SCI and furnished rentals. A non-profit association? See non-profit associations.

Approval of the accounts or a change coming up?

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