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Maître Reda KOHEN, avocat au Barreau de Paris
Maître Reda KOHEN
Avocat au Barreau de Paris

French Company Legal Calendar for Foreign Founders: Annual Accounts, VAT, Corporate Tax and Beneficial-Owner Deadlines

For a founder based outside France, registering a company is only the first date on the French legal calendar. The difficult part begins afterwards: the annual accounts must be prepared and approved, the resulting documents must reach the commercial court registry, tax returns and payments follow the company’s accounting year, value added tax may run every month, and beneficial-owner information must be corrected after a change in ownership or control. A foreign parent company also has to coordinate French filings with its own board approvals, powers of attorney, certified translations and reporting timetable.

The calendar is not identical for a société par actions simplifiée (SAS, a simplified joint-stock company), a société à responsabilité limitée (SARL, a private limited company), a SASU (a one-shareholder SAS), or a branch of a foreign company. The legal form, the articles of association, the financial year-end, the VAT regime, the existence of employees and the identity of the beneficial owners all change the deadlines. This guide builds one practical calendar around those triggers. It uses the wording of the official texts available on 18 August 2026 and separates deadlines that are imposed by statute from dates that must be confirmed in the company’s professional tax account.

The objective is operational: a foreign founder should be able to identify the next action, the person responsible for it and the evidence that must be retained. A calendar that only lists tax dates is incomplete. It must also protect the company’s corporate records, its extrait Kbis (the official extract showing a company’s registration details), its beneficial-owner record and its ability to demonstrate that each decision was taken by the right body.

I. What must a foreign founder put on the French company calendar first?

A. Which dates begin with the financial year-end?

The first date to record is not always the incorporation date. It is the date on which the company acquires legal personality and the date on which its first financial year closes. Under Article L. 210-6 of the French Commercial Code, “Les sociétés commerciales jouissent de la personnalité morale à dater de leur immatriculation au registre du commerce et des sociétés.” In English, a commercial company becomes a legal person on registration with the registre du commerce et des sociétés (RCS, the commercial and companies register). The application is filed through the guichet unique operated by the Institut national de la propriété industrielle (INPI, the French industrial property and business-formalities institute), but the date to retain is the effective registration date, not the date on which a draft form was started.

That registration date should be linked to the first closing date in the articles of association. A company incorporated on 20 March may close its first year on 31 December, creating a shorter first period, or may use another permitted year-end. The accounting firm, the foreign parent and the French representative should agree in writing which date controls. A foreign founder who records only “year-end: December” has not yet created a usable calendar: the actual first closing date determines when the accounts, corporate approval and tax work must be completed.

For a SARL, Article L. 223-26 gives a clear rule. The accounts, inventory and management report are submitted to the shareholders for approval within six months from the end of the financial year, subject to a court-ordered extension. The current wording is: Le rapport de gestion, l’inventaire et les comptes annuels établis par les gérants, sont soumis à l’approbation des associés réunis en assemblée, dans le délai de six mois à compter de la clôture de l’exercice. The six-month date should be entered twice: once as the internal deadline for a complete board or manager package, and again as the final date for the shareholders’ decision. A foreign shareholder needs enough time to receive the documents, understand the French accounting presentation and sign or attend in the form permitted by the articles.

The rule requires more care for an SAS. Article L. 227-9 states that the articles determine which decisions must be taken collectively by the shareholders and the form and conditions of those decisions. The date of approval is therefore read with the articles, not copied mechanically from a SARL calendar. For an SASU, the sole shareholder approves the accounts within six months from the financial year-end under the specific wording of Article L. 227-9. For an SAS with several shareholders, the articles may set the process and timing, subject to the rules that apply to the company’s accounts and filing obligations.

This distinction is not academic. In Cour de cassation, criminal chamber, 7 January 2026, no. 24-83.864, the Court examined an SAS and rejected the automatic application of the six-month rule applicable to public limited companies where the relevant provision was excluded for SAS. Its official summary states: Le délit de non-établissement des comptes annuels d’une société par actions simplifiée ne peut se déduire du non-respect de l’obligation d’approbation des comptes dans les six mois. The practical lesson is to verify the SAS articles and any statutory deadline before describing a missed six-month approval as a criminal failure. This does not remove the need to prepare, approve and file accounts; it prevents a foreign founder from applying the wrong timetable to the wrong legal form.

Once approval has taken place, the filing clock is separate. For a SARL, Article L. 232-22 of the Commercial Code requires the annual accounts and the allocation-of-result decision to be deposited with the greffe (the registry of the competent commercial court) within one month after approval, or within two months when the filing is made electronically. The provision begins with the exact phrase Toute société à responsabilité limitée est tenue de déposer au greffe du tribunal. An SAS and other companies limited by shares use Article L. 232-23, which follows the same one-month or two-month electronic filing structure for a company by shares. The approved date, not the date on which the accountant finished a draft, starts this second clock.

Article R. 123-111 of the Commercial Code expresses the general rule for commercial companies: Les sociétés commerciales sont tenues de déposer, dans le délai d’un mois à compter de leur approbation par l’assemblée ordinaire, les documents comptables prévus aux articles L. 232-21 à L. 232-23. The electronic route extends the period to two months. A foreign founder should therefore make the greffe filing a separate calendar line with its own evidence: signed minutes or sole-shareholder decision, accounts, allocation resolution, filing receipt and any request for confidentiality or non-publication that is legally available to the company.

Trigger Calendar action Evidence to keep
Registration with the RCS Open the first accounting period and record the exact legal-form and year-end data. Kbis, INPI filing receipt, articles and accountant’s opening letter.
Financial year-end Start the accounts, tax and shareholder-approval workstream. Trial balance, bank reconciliations, inventory and closing file.
Six months after year-end where the rule applies Hold the SARL annual approval or SASU sole-shareholder approval; for an SAS, check the articles and applicable provisions. Notice or written decision, accounts, reports, attendance or signature evidence.
Approval date File the accounts with the greffe within one month, or within two months electronically. Approved accounts, allocation decision and filing acknowledgement.

A branch needs a different first question. A branch is an establishment of a foreign company in France; it is not a new French legal person with a separate shareholder meeting. The foreign company’s annual accounts and the French establishment’s registration data must be mapped to the obligations that apply to the foreign company and to its French establishment. The calendar owner must not simply copy the SARL six-month rule into a branch file. Instead, the parent company’s approval date, the French filing requirement, the branch’s activity and the documents accepted by the greffe must be checked together. This is one of the reasons a branch file should contain the foreign parent’s constitutional documents, its latest approved accounts and a French translation where required.

B. Which corporate records and registered-office changes must be updated?

The second part of the legal calendar concerns information that changes during the year. A French company can remain active, pay its taxes and still create a serious compliance problem if its public registration record no longer reflects its directors, registered office, activity, shareholders or beneficial owners. Foreign founders often treat a change approved abroad as complete when the French filing has not yet been made. The calendar must contain both dates: the date of the corporate event and the deadline for notifying the French register.

Article L. 123-33 of the Commercial Code requires businesses to declare creation, changes in their situation and cessation through a single filing with the competent body, using the one-stop formalities system. The filing route is not a substitute for the underlying corporate decision. A change of manager, president, registered office, activity or legal form must first be authorised by the body designated in the articles, documented in minutes or a written decision, and then reported through INPI’s formalities portal. The public Kbis is a consequence of the registration record; it is not the document that creates the internal decision.

Use a 30-day alert for every event that can change beneficial-owner information. A beneficial owner is the individual who ultimately owns or controls the company, even when ownership is held through several foreign entities. Article L. 561-46 of the Monetary and Financial Code requires companies and entities to declare information about their beneficial owners to the RCS, including identification, personal address and the way control is exercised. The text refers to les modalités du contrôle, which matters when a foreign parent has voting rights, contractual control or a chain of entities rather than a simple direct shareholding.

The implementing rule in Article R. 561-55 of the Monetary and Financial Code states that the declaration is made when registration is requested and that an amended entry must be requested within thirty days after a fact or act requiring correction or completion. The calendar should start this 30-day period from the signed transaction or effective control change, not from the next board meeting. If a US, UK, Canadian or other foreign parent changes its chain of ownership, the French company must obtain the new ownership chart and supporting documents immediately, then determine whether the beneficial-owner filing changes.

The greffe has a verification role. Under Article L. 561-47 of the Monetary and Financial Code, the commercial court registrar checks whether beneficial-owner information is complete and consistent. A company that does not file or correct the information after notice can face an order and, in some circumstances, removal or striking-off consequences. The registrar’s intervention is not a routine administrative reminder that can be ignored until the next annual accounts. It is a separate risk line in the calendar.

The point was reinforced by Cour de cassation, commercial chamber, 17 December 2025, no. 24-22.646. The Court stated: la décision par laquelle le président d’un tribunal ordonne à une société de déclarer au registre du commerce et des sociétés ses bénéficiaires effectifs n’est pas susceptible de recours. The exact procedural effect depends on the order made, but the message for a foreign group is straightforward: the beneficial-owner record must be kept accurate before a registrar or court has to intervene.

Corporate records should be organised in four folders. The first is the decision folder: notices, powers of attorney, minutes, written resolutions and shareholder votes. The second is the registration folder: Kbis, RCS and registre national des entreprises (RNE, the national register of businesses) extracts, INPI receipts, registered-office evidence and activity codes. The third is the ownership folder: the group chart, passports or identity documents where required, control analysis and beneficial-owner filings. The fourth is the financial folder: accounts, tax returns, VAT returns, payroll reports and proof of payment. For a foreign founder, each folder should identify the document language, the translator, the apostille or legalisation status and the person authorised to sign in France.

Annual corporate governance also needs a document deadline before the meeting date. In a SARL, shareholders must receive the accounts, proposed resolutions and relevant reports in the conditions and periods set by the law and regulations. The official Service-Public guidance on SARL decisions explains the notice and document process for ordinary annual decisions. The foreign shareholder should not receive a French-language PDF on the morning of a meeting and be expected to approve it without a translation or explanation. A bilingual pack, a written delegation and a record of the vote reduce the risk that an otherwise valid financial filing is supported by weak corporate evidence.

Record publication consequences as well. The Bulletin officiel des annonces civiles et commerciales (BODACC, the official bulletin publishing certain commercial notices) can make a change visible to creditors, customers and banks. A stale registered office can cause a notice, demand or court document to be sent to the wrong place. A stale president or beneficial-owner record can delay banking, payment-service or public-procurement checks. These are practical consequences of a corporate calendar failure, even before a dispute reaches a judge.

II. When are the tax, VAT and beneficial-owner deadlines triggered?

A. When must the company file and pay corporate tax, VAT and CFE?

The tax section of the calendar begins with the French company’s tax regime and accounting year, not with a generic “annual tax return” reminder. Impôt sur les sociétés (IS) means French corporate income tax. A company subject to IS normally has a result declaration and payments or instalments. The exact return date depends on the closing date and on the filing calendar displayed in the company’s professional tax account at impots.gouv.fr. The official impots.gouv.fr page on business results taxation explains the rule for a December year-end and the three-month rule for another closing date. A foreign parent should give its French accountant access to the professional account and nominate a backup person who can see notices and payment deadlines.

The payment schedule for IS is set by Article 1668 of the French General Tax Code. It provides: L’impôt sur les sociétés donne lieu au versement d’acomptes trimestriels. The statutory dates for the four instalments are 15 March, 15 June, 15 September and 15 December, subject to the rules for the company’s financial year, its tax amount and its first accounting period. The same article provides an important first-year point: newly created companies are exempt from instalments during their first accounting period. Exemption from instalments does not mean that no tax return or balance payment will ever be due. The calendar must distinguish “no instalment due” from “no tax obligation.”

For a financial year ending on 31 December, the result declaration is generally due on the second working day after 1 May, with the applicable online filing extension reflected in the tax service. For a year ending on another date, the declaration is generally due within three months after closing. The calendar owner should not hard-code the date without checking the current professional tax timetable: French public holidays, the electronic filing channel and the closing date can affect the operational deadline. The official professional tax calendar is the place to confirm the date before a return is submitted.

Contribution foncière des entreprises (CFE) is a local business-property contribution. A new company must usually file the initial CFE form, known as form 1447-C, by 31 December of the year in which it was created, even when no CFE is payable for that first year. The official impots.gouv.fr creation-year guidance should be checked for the company’s activity and premises. Later CFE notices and payment dates appear in the professional account. The current Article 1647 D of the General Tax Code contains the minimum-base framework; the amount cannot be guessed from the share capital or from the rent alone.

Taxe sur la valeur ajoutée (TVA) means French value added tax. A French VAT registration number, VAT invoices, periodic returns and intra-European reporting should have separate calendar lines. Article 287 of the General Tax Code provides that a VAT-identified taxpayer must file a declaration within the period fixed by regulation. For the normal real regime, the text states: La taxe exigible est acquittée tous les mois. Depending on the amount and regime, a business may be able to file quarterly rather than monthly; the official impots.gouv.fr VAT guidance identifies the relevant arrangements and directs the taxpayer to its professional account for dates.

VAT administration is particularly important for a foreign founder because the commercial calendar may start before the company has a stable French office. The company should determine whether it buys or sells goods, provides services, imports products, makes intra-European supplies or uses a tax representative. It should keep invoices, proof of customer location, transport evidence, customs documents and reverse-charge analysis with each return. A VAT number is not a substitute for evidence. A return filed on time can still produce an audit problem if the supporting documents do not show why French VAT was charged, omitted or reverse-charged.

If the company hires in France, add payroll dates to the same calendar rather than leaving them with an unconnected payroll provider. URSSAF is the organisation that collects many French social-security contributions from employers and self-employed persons. The déclaration sociale nominative (DSN, the monthly electronic social declaration) reports payroll information and is normally due through the employer’s payroll process. The first employee article or employment-law advice may require a separate analysis, but the company calendar should at least show the payroll cut-off, the DSN submission, the payment instruction and the person responsible for checking a rejected declaration. A foreign director should not assume that the French company’s accountant automatically handles employment filings unless the engagement letter says so.

A branch or a foreign company with a French establishment also needs a tax map that identifies which entity files and which entity pays. The French establishment may have French VAT, payroll, local tax and registration obligations even though the parent prepares consolidated accounts abroad. The service provider’s engagement letter should state whether it handles the branch’s French result declaration, the parent’s filing of accounts or only bookkeeping. The calendar should show the parent approval date, the French deposit date and the tax deadlines as separate events.

Tax or filing line Trigger to monitor Practical control
IS result declaration Financial year-end and the relevant date in the professional tax calendar. Calendar alert 60 days before closing; accountant confirmation of form and due date.
IS instalments 15 March, 15 June, 15 September and 15 December where instalments apply. Payment mandate, cash forecast and first-year exemption check.
CFE Creation-year form and later notices in the professional tax account. Record premises, surface, activity and form 1447-C receipt.
TVA Monthly or quarterly period under the company’s VAT regime. Reconcile sales ledger, invoices, bank, imports and intra-European evidence before filing.
Payroll Monthly payroll close, DSN submission and URSSAF payment. Check rejected declarations and retain payment proof.

B. What should a foreign parent verify before a deadline is missed?

A usable calendar needs an owner, an evidence field and an escalation rule for every event. “The accountant will handle it” is not an owner. The French company’s president, manager or authorised representative remains responsible for ensuring that the company can demonstrate compliance, even where filings are delegated. The foreign parent should appoint one operational contact in France, one contact at group level and one substitute. Each should have access to the professional tax account, the accounting workspace, the INPI formalities account and the company’s document repository, subject to appropriate security controls.

Start each month with a 30-minute review of the next 90 days. The review should identify: the next VAT period; payroll and URSSAF dates; any IS instalment; a pending change in director, registered office or beneficial ownership; the financial closing work; shareholder-approval preparation; and any request from a bank, customer, auditor or public authority for an updated Kbis. A Kbis dated several months earlier may still be legally valid for some purposes, but it may be rejected in practice if the company’s management or address has changed. The calendar should therefore include a “registration record refresh” task after each corporate change.

Build an event-driven ownership control. The event list should include a share transfer, a new voting agreement, a parent-company merger, a change in a chain of control, a director receiving or losing a power that amounts to control, and a change in the individual ultimately controlling the group. For each event, ask four questions: has the French company’s beneficial-owner declaration changed; what is the 30-day deadline under Article R. 561-55; which supporting documents are needed; and who signs the INPI filing? Keep the old and new ownership charts, the resolution authorising the transaction, the identity evidence and the filing receipt. Do not destroy the previous chart merely because the new one has been accepted.

Foreign documents create their own mini-calendar. A parent-company resolution may need a certified copy, a French translation, an apostille or legalisation, and proof that the signatory has authority. Those steps can take longer than the French filing deadline. The company should set an internal deadline at least two weeks before the legal deadline, with a red alert when a document is missing seven days before filing. A power of attorney should state the permitted act, the company, the date range and the ability to correct a filing. An open-ended instruction to “deal with French formalities” is harder to audit and may be rejected by a registry.

The annual accounts file needs the same discipline. At least eight weeks before the expected approval date, request the closing pack from the accountant: general ledger, bank statements, fixed-asset register, intercompany balances, director expenses, shareholder loans, inventory and evidence for material provisions. Three weeks before approval, circulate the accounts and resolutions to the people entitled to decide. Before the meeting or written decision, verify the company’s legal form, the articles, quorum or majority rules, language arrangements and signature method. Immediately afterwards, calculate the greffe deadline from the actual approval date and assign the electronic filing to a named person. The filing receipt belongs in the permanent corporate records.

Use the official sources as control points, not as a substitute for the company’s facts. The Service-Public information on filing annual accounts and its filing explanations are useful for the filing sequence, but they cannot determine whether the company’s articles contain a special SAS deadline or whether an exemption applies. The INPI company-change guidance can help identify the formalities route, while the legal text controls the underlying deadline. For beneficial owners, compare the company’s group chart with the official INPI beneficial-owner resources and retain the analysis that explains why an individual was or was not declared.

Escalate a calendar problem when any of the following occurs: the company cannot identify the person who controls the foreign parent; the financial year-end in the accounts differs from the articles or tax account; a shareholder cannot sign or attend under the prescribed process; a VAT return would be filed without transaction evidence; a tax payment mandate fails; a Kbis does not show a recent change; the greffe requests a correction; or a deadline has passed. The response should be written and specific: identify the missed action, calculate the remaining legal and practical risk, contact the relevant authority or professional, and create a replacement deadline. Backdating a resolution or filing without explaining the chronology creates a more serious evidential problem.

For a foreign group, the best control is a single dashboard with separate columns for the French company, the foreign parent and any branch. A simple model is:

  • Trigger: year-end, approval, ownership change, invoice period, payroll close or tax notice.
  • French legal deadline: the deadline fixed by the relevant code or official calendar.
  • Internal deadline: normally earlier, allowing for translation, signature and correction.
  • Responsible person: named individual, not only a firm or department.
  • Evidence: receipt, signed minutes, filed return, payment confirmation or official extract.
  • Escalation: the lawyer, accountant, bank, payroll provider or parent-company officer to contact.

Keep a short legal note for any unusual conclusion. Examples include an SAS whose articles do not use the SARL six-month wording, a branch whose accounts are prepared and approved by its parent, a beneficial-owner filing involving layered trusts or nominee arrangements, a VAT period affected by a change of regime, or a first year with an unusual closing date. The note should identify the current article, the facts assumed, the official source checked and the date of review. This protects the next employee or adviser from copying a calendar that was correct for a different entity.

The calendar also supports banking and commercial credibility. A bank opening or financing review can request an updated Kbis, beneficial-owner information, accounts, tax certificates and evidence of the director’s authority. A customer can ask for a VAT number, a certificate of tax residence or proof of insurance. A public authority may compare the RCS, RNE, tax and beneficial-owner records. If the company has maintained a complete evidence file, the request becomes a controlled retrieval task. If it has not, a routine request can expose a chain of late or inconsistent filings.

Conclusion

A French company calendar for a foreign founder is a system of linked triggers. Registration opens the legal-person and accounting records. The financial year-end starts the accounts and tax work. Approval starts the greffe filing period. A change in ownership, management, address or activity starts a formalities review. VAT and payroll run on recurring periods, while IS and CFE depend on the company’s tax status, year-end and professional account. The right calendar does not merely display dates; it identifies the legal form, the responsible person, the evidence and the escalation path.

Before the next deadline, confirm the company’s exact French entity, its articles, its year-end, its tax regimes, its branch or subsidiary status and its beneficial-owner chain. Then compare the internal dashboard with the current official text and the notices in the company’s professional accounts. If a deadline has already been missed, preserve the chronology and obtain advice on the corrective filing rather than silently replacing documents.

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For a telephone consultation within 48 hours with a lawyer from the firm, call +33 6 46 60 58 22.

We can review the compliance calendar of your French company, branch or subsidiary and identify the documents and deadlines that require immediate action. Contact the firm.

Source : Cour de cassation – Base Open Data « Judilibre » & « Légifrance ».

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