For a founder living outside France, the question is not simply whether a French company may appoint a foreign director. The practical question is which country must insure the person for the management activity, whether France may require contributions, and which document proves the answer when the founder works from more than one country. An A1 certificate is a portable document used within European social-security coordination; it confirms which national legislation applies for a defined period. It is not a tax-residence certificate, a work permit, or a general exemption from French contributions.

This distinction matters when a foreign founder chooses a SAS (société par actions simplifiée, a simplified joint-stock company) or a SARL (société à responsabilité limitée, a private limited-liability company). The Kbis, meaning the official extract showing a company’s registration and legal representatives, proves the corporate appointment. It does not by itself prove where the director works or which social-security system is competent. The URSSAF (Union for the Recovery of Social Security Contributions and Family Allowances) and the institution of the founder’s country may therefore need a factual map of the activity before the first recurring payment.

The answer below separates the corporate mandate from the cross-border activity. It explains when an A1 certificate can support continued coverage in France or another European country, when a bilateral certificate is needed instead, and how a foreign founder can prepare a file that matches the articles of association, the Kbis, the payroll records and the actual place of work.

I. Can a foreign director of a French company stay covered by home-country social security?

A. What do SAS, SARL and the Kbis actually establish?

The first step is to identify the legal role before looking at the country of residence. A French company may have a foreign shareholder, a foreign director, a foreign parent company and a French registered office at the same time. Those facts are relevant, but they do not answer the social-security question on their own. The corporate form and the real activity must be analysed together.

In a SAS, the president is the statutory representative of the company. Article L. 227-6 of the French Commercial Code provides that “La société est représentée à l’égard des tiers par un président désigné dans les conditions prévues par les statuts.” It also states that the president has the broadest powers to act for the company within its corporate purpose. A president who signs contracts, directs staff, makes operational decisions or represents the company is not merely a passive investor, even when every shareholder lives abroad.

The social-security classification is separate from the corporate power. Article L. 311-3, 23° of the Social Security Code includes “Les présidents et dirigeants des sociétés par actions simplifiées” among the persons subject to the general social-security regime. In practice, a remunerated SAS president is treated as an assimilated employee for the mandate. This French category does not mean that the president has an ordinary employment contract, and it does not create automatic unemployment insurance for the corporate office. It describes the contribution and protection route attached to remuneration for the mandate, subject to the territorial rules and European or bilateral coordination.

The result can be different in a SARL. Article L. 223-18 of the Commercial Code states that “La société à responsabilité limitée est gérée par une ou plusieurs personnes physiques” and allows the managers to be chosen outside the shareholders. The manager’s ownership position is then decisive for the French social category. Article L. 311-3, 11° of the Social Security Code covers SARL managers who do not, together, own more than half of the capital, taking into account the statutory attribution rules for a spouse, civil-partnership partner and minor children. A remunerated non-majority manager generally follows the general regime.

A majority manager is normally treated as a TNS (travailleur non salarié, or self-employed worker) under the French independent-worker system. This is not a label that can be chosen merely because it appears cheaper. It follows from the company form, the management and the ownership calculation. The current official guidance from Service Public Entreprendre distinguishes the social treatment of the assimilated-employee director from that of the non-salaried manager and explains that contributions depend on remuneration or professional income. The same page also describes the 2026 calculation changes, which means that a founder should not reuse an old percentage from an incorporation guide as if it were a current legal rule.

The difference becomes visible when a SARL manager receives distributions. Article L. 136-3 of the Social Security Code includes, for an independent worker whose activity is subject to corporate income tax, the part of dividends and related amounts that is “supérieure à 10 %” of the reference amount based on capital, issue premiums and the relevant shareholder current account. The calculation is fact-specific. It should not be used to assume that all dividends paid to every foreign founder are subject to the same French contributions. A SAS dividend and the remuneration of a SARL majority manager do not belong to the same analysis.

The Kbis is evidence of the appointment and the date on which the company declares its legal representative. It is not evidence of the director’s personal tax residence, the place where the director performs the mandate, or the country whose social-security law applies. A founder who lives in Dubai, London, New York or Zurich may be shown on a French Kbis without moving to France. Conversely, a founder who is registered abroad may spend most of the working week in France. The physical activity and the applicable coordination instrument must be recorded separately from the corporate registration.

The same separation is needed when one person has several capacities. A foreign founder may be:

• a shareholder receiving dividends as an investor;
• a president or manager receiving remuneration for a corporate mandate;
• an employee of a foreign parent company under a genuine employment relationship;
• a consultant invoicing a separate service; or
• a director performing work in France and in the country of residence.

Each stream should be identified before any payment is made. A bank transfer labelled “director fee” does not settle its legal nature. It may be mandate remuneration, salary under a separate contract, reimbursement of documented expenses, repayment of a shareholder loan or a dividend. The board or shareholder resolution, the accounting entry and the social declaration should describe the same transaction.

The Supreme Court’s recent decision of 5 June 2025, no. 23-13.887, illustrates why the actual role matters. In that case, the Second Civil Chamber held that a person with a control role was not automatically subject to the general regime merely because of the title, but could be covered when the evidence showed that the person exercised “une fonction de direction” in reality. The decision concerned a president of a supervisory board, not a foreign SAS president, so it must not be mechanically extended. Its useful lesson is narrower: corporate labels, registry entries and actual acts must be compared rather than treated as interchangeable.

This is also why a separate employment contract needs substance. A founder who controls the company may still have a genuine employment role for technical duties that are distinct from the mandate, but the file should show the duties, supervision, working time and separate remuneration. A document signed after a contribution dispute, with no evidence of subordination or separate work, will not by itself change the social classification of the corporate office.

For a foreign founder choosing between the two forms, the initial checklist is therefore:

Question	SAS president	SARL manager
What is the corporate role?	President or another officer provided by the articles	One or more natural-person managers
What determines the French social category?	Usually remuneration for the mandate, subject to territorial and coordination rules	Ownership position, management structure and remuneration
Does a foreign residence end the analysis?	No; the place of work and applicable international rules remain necessary	No; the same cross-border analysis applies, with the majority-manager rules added
What does the Kbis prove?	Declared company representation and effective date	Declared management and effective date

The table is a starting point, not a conclusion. The French classification must be combined with the country in which the activity is actually carried out and with any certificate issued under a coordination regime.

B. When do residence, place of work and A1 rules change the answer?

French social-security law begins with a territorial rule, but that rule expressly reserves international instruments. Article L. 111-2-2 of the Social Security Code provides: “Sous réserve des traités et accords internationaux régulièrement ratifiés ou approuvés et des règlements européens”. It then covers people who carry out salaried or non-salaried activity in France, whatever their place of residence, and people who work abroad while remaining subject to French legislation under European regulations or an international convention.

That wording defeats two opposite assumptions. A foreign address does not automatically remove a French obligation, and a French company does not automatically make France competent for every activity performed by its director abroad. The relevant question is which legislation is designated after the French rule is read together with the applicable coordination instrument.

The nationality point is equally clear. Article L. 311-2 of the Social Security Code refers to persons “quelle que soit leur nationalité” and covers people working in any capacity or place for an employer, subject to the detailed rules of the Code. Nationality can matter for immigration, a visa or the personal scope of a treaty, but it is not a substitute for identifying the activity and the competent system.

Within the European Union, the European Economic Area and Switzerland, Regulation (EC) No. 883/2004 is the central coordination instrument. Its Article 11 states that a person covered by the regulation is subject to the legislation of a single Member State only. The general rule in Article 11(3)(a) is that a person pursuing an employed or self-employed activity in a Member State is subject to that state’s legislation, subject to the special rules. This is the reason a founder should not plan on paying contributions in two countries simply because the person has two companies or two bank accounts.

Article 12 deals with specific temporary situations. An employed person posted by an employer to another Member State can remain subject to the first state’s legislation for a limited period if the conditions are met. A self-employed person who temporarily pursues a similar activity in another Member State can also remain subject to the first state’s legislation under the regulation’s conditions. The anticipated duration, the prior activity and the real employer or independent activity must be tested; a director cannot create a posting merely by inserting the word “secondment” into a board resolution.

Article 13 addresses a person who normally works in two or more Member States. For an employed activity, the country of residence and the existence of a substantial part of the activity are important. For a self-employed activity, the country of residence and the centre of interest of the activities are relevant. A founder who spends predictable days directing the French company from France and other days working from the home country should therefore keep a calendar and a functional description, rather than describe the entire year as “remote work”.

The implementing Regulation (EC) No. 987/2009 adds a procedure. Under Article 16, the person who pursues activities in two or more Member States informs the designated institution in the state of residence. The initial determination is provisional and is communicated to the institutions concerned. This is a reason to approach the institution responsible for the factual pattern, not simply the institution preferred by the company.

An A1 certificate is the portable evidence of the legislation determined under the coordination rules. The official Urssaf Mobility service explains that issuing the certificate can allow a person to remain affiliated to the French system while working abroad, subject to the applicable conditions. Its description states that “La délivrance de ce certificat vous permet de rester affilié à la Sécurité sociale française” in the relevant mobility situations. The certificate has a defined holder, activity and period. It is not a general certificate of tax residence and it does not authorise a founder to ignore a change in the work pattern.

The European Court of Justice confirmed the importance of the document in the A-Rosa Flussschiff case, C-620/15. The case arose from France and concerned an E 101 certificate, the predecessor of the A1 in the relevant framework. The Court held that an issued certificate is binding on the institution of the state where the activity is carried out until it is withdrawn or declared invalid by the issuing institution. The official judgment is a useful warning against asking a French authority to disregard an A1 informally. It also does not make a defective or factually inaccurate certificate safe: the institutions must use the dialogue and review procedure when there are serious doubts.

The following scenarios show how the analysis changes:

Fact pattern	Initial legal question	Document or action
Director works only from the country of residence and makes occasional visits to France	Is the activity actually carried out in one foreign state, and does a bilateral or European instrument apply?	Obtain written confirmation from the competent foreign institution where appropriate; do not assume that the French Kbis is enough
Director works regularly in France and the home country	Which Article 13 rule applies to the employed, self-employed or mixed activity?	Apply to the designated institution in the state of residence and request the relevant A1 determination
French company sends a director or employee temporarily to another covered state	Are the posting conditions satisfied and is the activity similar and temporary?	Request the A1 for the precise period and retain the assignment evidence
Director works between France and a country outside the European coordination area	Is there a bilateral social-security agreement and does it cover the person’s capacity?	Use the treaty-specific certificate of coverage or the applicable French procedure; an A1 may not be the correct document
Mandate is unpaid but the founder performs management work	Is there a contribution obligation based on the actual status, a minimum contribution rule or a second paid activity?	Record the unpaid mandate and obtain a country-specific analysis before assuming “zero salary” means “zero social issue”

The United Kingdom requires particular care. The general EU regulation is not a universal answer after Brexit, but the applicable arrangements can preserve coordination for defined situations. The current Urssaf Mobility service lists the European Economic Area, Switzerland and the United Kingdom among the territories for which a mobility certificate may be relevant. The founder should identify the applicable agreement and period rather than rely on a pre-Brexit checklist.

For the United States, Canada, Australia, Japan, India, the United Arab Emirates and other countries, the answer depends on the country-specific agreement, if any, and the categories covered. A bilateral agreement may coordinate pensions and health coverage differently from the European rules. Some agreements distinguish employees, self-employed people and corporate officers. Private health insurance is not automatically a substitute for a mandatory public regime.

Residence must also be separated from tax residence. A person can be socially insured in one country and tax resident in another, or be taxed in France on a director’s remuneration while the social-security analysis points elsewhere. The French tax administration explains for a non-resident majority SARL manager that domestic tax rules must be read with the applicable tax treaty. Its official guidance should be used for the tax issue, but it does not replace the A1 or bilateral social-security process.

The central rule is therefore practical: an A1 certificate can support continued coverage under the legislation designated by a European coordination rule, but the certificate follows a factual and legal determination. It does not follow automatically from the founder’s nationality, the French registered office, the existence of a foreign parent or the absence of a French salary.

II. How should a foreign founder obtain an A1 certificate and document the position?

A. Which country and institution should be approached first?

The correct institution depends on the activity pattern, the residence and the legislation that may apply. A French company should begin with a short cross-border questionnaire for the director, not with a payroll instruction. The questionnaire should identify the person’s habitual residence, every country where work is physically performed, the legal form, the corporate office, ownership, remuneration, any employment contract and the expected duration of the arrangement.

For a founder who remains affiliated in France and regularly works in another European state, the Urssaf Mobility service may be the French entry point. Its online service explains that a person in pluriactivity can work predictably or alternately between France and one or more covered countries and that an A1 certificate may be delivered automatically or after examination in complex cases. The same official page warns that the person benefits from the social security of one state, not an informal choice of both systems.

For a founder who resides in another Member State and performs activity in several states, the institution in the state of residence is usually the first designated institution for the Article 13 procedure. The application should describe the French mandate accurately. Calling the activity “self-employed” because the founder owns shares, or “employed” because the company pays a monthly amount, can send the application to the wrong rule. The national institutions classify the activity under their rules before applying the coordination provisions.

The application should answer five questions in plain language:

1. What is the person’s legal capacity in the French company: president, director general, SARL manager or another role?
2. Does the person own shares or act only as a corporate officer?
3. Where is the work physically performed during an ordinary month and during a peak month?
4. What entity pays the person, under which document, and for which duties?
5. Which other employment or self-employed activity exists in the country of residence or elsewhere?

The answer should not be reduced to travel days. A founder who directs the French company by video from a home office is performing activity in the country where that work is carried out. A board meeting in Paris is a relevant fact, but it does not necessarily turn the whole year into French activity. Conversely, a founder who describes the arrangement as “remote” while spending three days every week in a French office should expect the institutions to examine the actual pattern.

For a temporary assignment, the company should show that the assignment is real, time-limited and connected to the same or a similar activity. The assignment letter should identify the entity directing the work, the expected dates, the place, the remuneration and the responsibility for travel and accommodation. If the person’s role changes from a corporate mandate to operational employment, a new analysis may be required. An A1 issued for a different employment relationship is not a blank document covering every activity the person performs.

For a person combining a French corporate office with employment by a foreign parent, the file should distinguish the two activities. A French SAS president who is also a genuine employee of a foreign parent may have two legal relationships, but the relevant coordination rule can group or prioritise the activities. The employer, the place of work, the centre of interest and the state of residence must be stated consistently. The existence of a foreign payslip does not, by itself, remove French obligations for a separately remunerated French mandate.

The company should ask for the certificate before recurring payments where possible. If the analysis is complex, the application should be made early enough to allow questions between institutions. The company should not promise the founder that an A1 will be granted. It can prepare a complete factual file and identify the consequence of each possible determination: French payroll, independent-worker contributions, foreign contributions, treaty reporting or a combination of corporate and employment formalities.

The document request should include, at minimum:

• passport or identity document and proof of habitual residence;
• French company name, registration number and Kbis;
• articles of association and appointment decision;
• shareholding chart and, for a SARL, the calculation of majority or non-majority management;
• mandate remuneration decision and any payslip or independent-worker declaration;
• employment contract with a foreign parent, if one exists;
• calendar showing the countries in which the work is performed;
• description of the duties in each capacity;
• prior social-security affiliation and any existing certificate; and
• the expected start date, end date or review date for the arrangement.

The application should use the correct terminology but should not hide facts behind it. “Pluriactivity” means regular or alternating activity in more than one state; it is not a synonym for occasional business travel. “Posting” means a defined temporary situation under the relevant rules; it is not a way to convert a permanent foreign work pattern into a French certificate. “Self-employed” describes the classification of an activity, not the founder’s preferred contribution rate.

When the competent legislation is French, the company should implement the corresponding French declarations and payments. When it is foreign, the company should keep the certificate or other official proof and verify whether the French entity has employer reporting duties for any separate employee. For a country outside the European system, the analysis should move to the bilateral agreement or the applicable national rules rather than forcing the facts into an A1 form.

This distinction is especially important for a foreign company that employs a person in France without a French establishment. Article L. 243-1-2 of the Social Security Code provides that an employer without an establishment in France fulfils its declarations and payments for salaried personnel through a single collection body. The Urssaf Foreign Firms service explains the registration route, the DPAE (déclaration préalable à l’embauche, or prior hiring declaration) and the DSN (déclaration sociale nominative, or monthly nominative social declaration). This route concerns salaried personnel. It should not be confused with the social treatment of a French company’s corporate officer.

The distinction also protects the founder from a false economy. A company that withholds no French amount while waiting for an A1 may later face a correction if the certificate is refused or does not cover the relevant capacity. A company that pays in both countries without seeking the determination may create duplicate cost and a difficult recovery process. The right sequence is: classify the activity, identify the instrument, approach the competent institution, obtain the document, then implement the payment route.

B. What evidence should the company keep before paying the director?

The evidence file should be designed so that an institution can understand the arrangement without reconstructing it from bank statements. The corporate documents, social documents and travel facts should use the same dates and descriptions. The goal is not to create paperwork for its own sake; it is to demonstrate that the legal classification and the lived activity match.

First, preserve the corporate appointment. Keep the signed articles, the shareholder or board decision, the acceptance of office, the identity document and the filing made through the French one-stop formalities system operated by the INPI (Institut national de la propriété industrielle, or National Institute of Industrial Property). The Kbis or registry extract should be checked after the filing. If the founder becomes president on 1 September, the resolution, registry filing, remuneration decision and first payment should not show four different start dates.

Second, preserve the ownership calculation. For a SARL, the file should show the shares held personally, through the spouse or civil-partnership partner and through minor children where the statutory rules require attribution. It should state whether there are several managers and whether their holdings are counted collectively. This calculation affects the French social category. A foreign parent’s ownership chain does not remove the need to analyse the individual manager’s position.

Third, approve the remuneration before paying it. The decision should state whether the mandate is unpaid, whether remuneration is monthly or periodic, the gross amount or formula, the effective date and the body that approved it. Reimbursements should be supported by receipts. Dividends should be decided separately after the accounts establish a distributable amount. A shareholder current-account repayment should be recorded as repayment, not as a disguised director fee.

Fourth, keep a place-of-work schedule. A simple monthly table can identify the country, the number of workdays, the nature of the work and the entity for which it was performed. The record should distinguish a working day at home abroad, a board meeting in France, a client visit, a holiday and a travel day. It should be proportionate and accurate. A calendar created only after an audit, with identical entries for every week, is unlikely to explain a complex cross-border pattern.

Fifth, keep the A1 or treaty certificate with its scope. The file should identify the holder, the legislation, the period and the activity covered. If the certificate is issued for a foreign employment contract but the founder also performs a French corporate mandate, the company should ask whether the document covers both. If the answer is no, the company should not present the certificate as covering the entire relationship.

Sixth, keep the correct French payment evidence when France is competent. For a remunerated SAS president or a non-majority SARL manager, retain payroll calculations, payslips, declarations and Urssaf payment confirmations. For a majority SARL manager, retain the independent-worker declarations, contribution calls, income basis and any regularisation. The accounting ledger, the tax reporting and the social declaration should use matching categories.

Seventh, document any dual role. A separate employment contract should identify technical duties that are distinct from the corporate mandate, a real reporting relationship, working time and separate remuneration. The founder should not approve the contract alone while also claiming that no one can supervise the work. If the French company is wholly controlled by the founder, the file should explain why the employment duties are objectively different and how they are supervised.

Eighth, preserve communications with the institutions. Keep the application, supporting documents, questions, requests for clarification, decisions and certificate download. If an institution refuses to decide because the facts are incomplete, that correspondence is not a substitute for the certificate, but it proves that the company identified the issue and was taking steps to resolve it. The company should set a review date rather than leave the file open indefinitely.

Ninth, separate employer contributions from the director’s personal cost. Where a salaried employment relationship exists, Article L. 241-8 of the Social Security Code states that “La contribution de l’employeur reste exclusivement à sa charge” and makes a contrary agreement void. The Supreme Court applied this principle in its decision of 9 February 2017, no. 16-10.796. In that case, the Second Civil Chamber held that an employer without a French establishment could not transfer the employer contribution to a designated employee by contract. The case concerned salaried personnel, not a French corporate mandate, but it is a direct warning against an informal clause making the individual bear every employer obligation.

Tenth, review the file after a change. A new country of residence, a new office, a capital increase, a change from SAS to SARL, a new foreign employment contract, regular work in France, a move from salary to dividends, or a new parent company can change the analysis. The existing A1 should not be treated as permanent if the facts it describes are no longer true. The company should record the event, reassess the applicable legislation and request a new certificate or confirmation when necessary.

The case-law on A1 documents reinforces the need for accuracy. The Court of Justice has explained in its case-law on certificates that the issuing institution must assess the facts and that the other institutions must use the cooperation procedure when they doubt the document. In the joined CRPNPAC and Vueling Airlines matters, C-370/17 and C-37/18, the official judgment addresses the binding effect of a certificate and the consequences of serious doubts or fraud. The practical lesson for a French company is simple: request the document on accurate facts, keep the underlying evidence, and do not design the facts to obtain a preferred result.

The file should also avoid confusing social security with immigration. A non-European founder may be able to own shares or hold a corporate office from abroad without a French residence permit, while a person who physically settles in France to work may need an appropriate immigration status. The A1 does not authorise residence or work under immigration law. The Kbis does not replace a visa. The tax treaty does not replace a social-security certificate.

Before the first recurring payment, the company and founder can use this decision sequence:

1. Identify the corporate form, the office and the person’s ownership.
2. Separate mandate remuneration, employment salary, service fees, reimbursements, loan repayments and dividends.
3. Map where each activity is physically performed during a representative period.
4. Determine whether the person works in one country, several covered states or a country governed by a bilateral agreement.
5. Identify the institution that must determine the applicable legislation, usually beginning with the state of residence in a multi-state European pattern.
6. Submit the A1 or treaty-certificate request for the correct person, capacity, activity and period.
7. Do not start a recurring payment route that contradicts the application or the certificate.
8. Keep corporate, social, tax and travel records with matching dates and descriptions.
9. Review the result when the founder moves country, changes role, changes ownership or changes the work pattern.

The wider corporate comparison can be read in SAS or SARL in France for a foreign founder. The practical company-formation framework is available on the firm’s French company-formation service page. Those pages address the broader structure and incorporation questions; this article focuses on the narrower cross-border social-security proof that should be resolved before the director is paid.

Conclusion

A foreign director of a French company may remain covered by home-country social security in an appropriate cross-border situation, but not merely because the person lives abroad or holds a foreign passport. The French corporate classification comes first: a remunerated SAS president generally follows the assimilated-employee route, while a SARL manager’s majority position can lead to the independent-worker system. The place where the activity is actually performed and the applicable European or bilateral rules then determine which country is competent.

An A1 certificate is valuable because it records the applicable legislation for a defined activity and period. It is not tax residence, immigration permission or a general waiver of French contributions. The founder should approach the correct institution, describe every capacity and preserve the certificate with the appointment, ownership, remuneration and place-of-work evidence. A change of country or role requires a fresh review.

The safest file is consistent across the Kbis, articles, resolutions, payroll or independent-worker declarations, bank transfers, tax records, travel calendar and certificate. A French company should complete that review before the first recurring payment and obtain country-specific advice where the founder works in several states or outside the European coordination area.