A foreign founder may assume that a French company with no customers, no invoices and no turnover has no French tax filing to make. That assumption is often wrong. A newly incorporated SAS, SASU or SARL can have no revenue while it still has share capital, bank charges, incorporation costs, registered-office fees, accounting fees, software subscriptions, a shareholder loan or a transaction with its foreign parent. Those entries must be classified and reflected in the company’s accounts.
The practical question is therefore not simply whether sales were made. It is whether the entity is subject to French corporate income tax, whether a balance sheet was closed, which value-added tax regime applies, and whether the company has completed its local business-tax and annual-account formalities. A zero-sales year can produce a zero tax result, a loss, or a deferred first filing. It does not automatically produce a zero compliance file.
This guide focuses on a French company owned or managed from abroad. It explains the French terms that a foreign founder will meet: IS, meaning impôt sur les sociétés or corporate income tax; CFE, meaning cotisation foncière des entreprises or business property contribution; Kbis, the official extract of the company’s registration; SIREN and SIRET, the legal-entity and establishment identifiers; SIE, the corporate tax office; and greffe, the court registry.
The short answer is usually yes: a French entity within the IS regime must file its Form 2065 and the applicable tax schedules even where the result is nil or negative. A limited first-year rule can defer that filing when no balance sheet is closed during the creation calendar year. The correct approach is to map the legal form, tax election, first accounting period, activity date and foreign funding before deciding what “no revenue” means.
I. Does a French company with no revenue still have to file Form 2065?
A. Why zero turnover does not remove the corporate tax return
The first issue is the company’s tax regime. Article 206 of the French General Tax Code provides that the listed companies “sont passibles de l’impôt sur les sociétés, quel que soit leur objet” — they are liable to corporate income tax regardless of their purpose. The current wording is available on Légifrance, Article 206 of the General Tax Code. A French SAS, or société par actions simplifiée, and a SASU, its single-shareholder form, are normally subject to IS. A standard SARL, or société à responsabilité limitée, is also normally within IS unless a valid election or a specific regime applies.
That rule concerns the taxpayer’s legal and tax status, not its sales ledger. Turnover, or chiffre d’affaires, is the amount generated by sales or services. It is only one component of a company’s accounts. A company that has issued no invoice may still have a bank account, paid-up share capital, incorporation costs, registered-office charges, legal fees, exchange differences, insurance, software costs, depreciation, or interest and fees connected with financing. The result may therefore be a small loss rather than a mathematically empty set of accounts.
A foreign parent also needs to distinguish three flows. A share-capital contribution is not sales revenue; it is an equity entry supported by the articles, the subscription decision and the bank evidence. A shareholder loan is a liability and should be supported by a clear agreement, repayment terms and a ledger showing the movements. A recharge for management, technology, marketing or other services is a transaction that requires an invoice, a description of the service, a VAT analysis and, where relevant, a defensible group-pricing rationale. The fact that the French subsidiary has no external customer does not make an intra-group transaction disappear.
The central declaration is Form 2065-SD, the French corporate income tax return. The official Form 2065 page on impots.gouv.fr states that the form must be filed by businesses subject to IS and provides the 2026 version. It is not normally filed in isolation: it is accompanied by the appropriate liasse fiscale, meaning the tax package of schedules that reconciles the accounting result with the taxable result. The exact schedules depend on the tax regime, usually the simplified real regime or the normal real regime.
Article 223 of the General Tax Code makes the timing point directly. It says that “la déclaration du bénéfice ou du déficit est faite dans les trois mois de la clôture de l’exercice” — the profit or loss declaration is made within three months of the end of the accounting period. The same article provides a special deadline where the financial year ends on 31 December or where no financial year is closed during a year. The full provision appears on Légifrance, Article 223 of the General Tax Code.
In practical terms, a foreign-owned French company should not write “zero” simply because its bank statement shows no customer payment. It should first close a ledger. The ledger should identify the opening bank balance, capital released, shareholder advances, fees paid by the founder, invoices received from French and foreign suppliers, bank interest, bank charges, currency conversion and any asset purchased for the planned business. If the company has neither income nor expenditure, a nil result may be correct. If it has expenses, the result may be a loss that must be declared rather than silently discarded.
The official results-filing guidance from the French tax administration confirms that an IS company files Form 2065 and the relevant schedules electronically. It also distinguishes the deadline for a year ending on 31 December from the three-month rule for a different closing date. The additional period available to businesses using electronic filing does not change the underlying obligation. EDI-TDFC, or electronic data interchange for transmitting tax data, is often used by the French accountant; an eligible company may also use its secure professional tax account depending on its regime and the service available.
A foreign founder should also check whether the entity is really within IS. A one-person SARL may be subject to an income-tax regime or may have elected IS. The Conseil d’État dealt with this question in its decision of 5 February 2024, no. 470324, available on Légifrance, Conseil d’État no. 470324. The court referred to a single-member SARL that “dès son premier exercice social, dépose ses déclarations de résultats sous le régime de cet impôt”. The point for a foreign founder is practical: the articles, the tax election, the creation filing and the first tax return should tell the same story. A founder’s informal statement that the company is “inactive” cannot replace that check.
The same analysis separates a French subsidiary from a branch. A subsidiary is a French legal person with its own accounts and, where applicable, its own IS return. A branch is not a separate legal person; the French taxable activity of the foreign company must be identified and reported under the rules applicable to that presence. The parent’s absence of sales in France does not by itself prove that the branch has no French expenses, employees, premises, contracts or permanent-establishment risk. The Kbis should be compared with the actual activity and with the tax account opened for the French presence.
The Guichet unique, the French one-stop portal for business formalities, does not replace the tax return. The INPI explanation of the Guichet unique states that the portal centralises incorporations, modifications, cessations and annual-account deposits, while the information is checked by bodies including INSEE, the commercial court registries and the tax services. INPI is the French National Institute of Industrial Property. It operates the formalities portal, but the portal’s confirmation of an incorporation is not evidence that the company has discharged its annual IS filing.
B. When can a new company defer its first filing?
French law contains a narrow timing rule for a newly created company. Article 209 of the General Tax Code provides that, when “aucun bilan n’est dressé au cours de la première année civile d’activité”, the IS is established over the period from the beginning of operations to the end of the first accounting period, and no later than 31 December of the year after creation. The current text is available on Légifrance, Article 209 of the General Tax Code.
This is a deferral rule, not an exemption from the company’s tax system. The administration’s current answer to the question “Do I have to file a results declaration on 31 December of the creation year when the company is subject to IS?” explains that a new IS company which does not close a balance sheet during its creation year does not file a results declaration for that same year. Its first return covers the period from creation to the first balance-sheet date. The answer is published on impots.gouv.fr and states that the first closing cannot be later than 31 December of the year following creation.
Three examples show why the calendar matters. An SAS incorporated on 10 January 2026 with a 31 December 2026 year-end closes a balance sheet in its first civil year. The absence of revenue does not remove the 2026 return; the return covers the short first period. An SAS incorporated on 20 November 2026 with a first closing date of 31 December 2027 may fall within the rule for the 2026 creation year because no balance sheet is closed in 2026. Its first return will cover the relevant period through the first closing, subject to the statutory limit. An SAS incorporated in September 2026 with a first closing date of 30 September 2027 may also have no 2026 closing, but the company still has a first accounting and tax period ending in 2027.
The date of commencement also needs a careful record. It should not be inferred only from the first customer invoice. A company may have begun operational preparations by paying a supplier, taking a lease, purchasing equipment, hiring staff, or receiving a parent-company service. Those facts may affect the accounts and the description of the activity even when they do not create turnover. The incorporation document, the Guichet unique filing, the bank opening documents and the accounting engagement should be reconciled before the first return is prepared.
Article 1668 of the General Tax Code contains a separate rule on IS instalments. It states that newly created companies “sont dispensées du versement d’acomptes au cours de leur premier exercice d’activité” — they are exempt from paying instalments during their first year of activity. The provision also deals with quarterly instalments, the balance and repayment of an excess. It is available on Légifrance, Article 1668 of the General Tax Code. A founder should not confuse the absence of first-year instalments with an absence of a first-year return where a balance sheet has been closed.
The Conseil d’État described the payment sequence in its decision of 9 June 2020, no. 417936. The official decision states that “l’impôt sur les sociétés fait l’objet d’un paiement spontané par le contribuable, suivi d’une régularisation lorsque la société dépose sa déclaration de résultats”. The decision is available on Légifrance, Conseil d’État no. 417936. For a pre-revenue company, the likely tax due may be zero, but the tax account still needs to be monitored for a balance, an instalment, an automatic notice or an excess payment that must be reconciled.
A company that paid an instalment and later establishes that no IS was due should preserve the payment evidence and the relevant balance statement. The Conseil d’État’s decision of 30 June 2004, no. 242893, available on Légifrance, Conseil d’État no. 242893, addresses the “restitution des acomptes d’impôt sur les sociétés versés en excès de l’impôt dû”. This does not create a right to omit the declaration. It confirms the importance of filing and payment records when the company later seeks to reconcile an excess.
The first-year exception should therefore be recorded as a written tax-calendar conclusion. The file should state the date of incorporation, the date operations began, the first closing date, the IS or income-tax regime, whether a balance sheet is closed during the creation year, the date of the first Form 2065 and the date of the first balance payment. A short written memo from the accountant or tax adviser can prevent a foreign parent from treating a deferred deadline as a permanent exemption.
II. What must a foreign founder do when turnover is zero?
A. How should the accounts, CFE and VAT file be prepared?
A company without sales still has to build an accounting file. Article L. 123-12 of the French Commercial Code requires a trader or company to record movements affecting its assets chronologically, check the existence and value of assets and liabilities at least every twelve months, and prepare annual accounts at the end of the financial year. The provision says that the company “doit établir des comptes annuels à la clôture de l’exercice”. It is available on Légifrance, Article L. 123-12 of the Commercial Code.
The annual accounts include the balance sheet, income statement and notes. A zero-revenue balance sheet may show cash from paid-up capital, a current account payable to the foreign parent, incorporation costs, a deposit, equipment or unpaid professional fees. A zero-revenue income statement may still show bank charges, legal fees, accounting fees, insurance or depreciation. The notes should explain material related-party balances, the financial year, the status of the business and any significant event after the closing date. “No customers” does not mean “no accounting movement”.
Article L. 232-1 of the Commercial Code requires the relevant management body to prepare the inventory and annual accounts at each year-end. The statutory text begins: “A la clôture de chaque exercice le conseil d’administration, le directoire ou les gérants dressent l’inventaire, les comptes annuels”. The current version is available on Légifrance, Article L. 232-1 of the Commercial Code. For an SAS or SASU, the president and the decision-making process in the articles must be checked. For an SARL, the manager and the shareholders’ approval process must be checked. The founder’s residence abroad changes the practical method of signing, not the existence of the annual process.
After approval, the accounts may have to be deposited with the greffe. For a company by shares such as an SAS, Article L. 232-23 of the Commercial Code requires the deposit “dans le mois suivant l’approbation des comptes annuels” or within two months when the deposit is made electronically. The official provision is on Légifrance, Article L. 232-23 of the Commercial Code. Article L. 232-22 sets the corresponding rule for an SARL and is available on Légifrance, Article L. 232-22. The deposit route can run through the Guichet unique. BODACC, the Bulletin officiel des annonces civiles et commerciales, is the official bulletin used for many commercial notices; it is not the same body as the tax administration.
The Service Public Entreprendre guidance on accounting obligations for a commercial company confirms the need to prepare annual accounts and to organise approval, including for a single-shareholder company. It also identifies the risk of an injunction and a fine for failure to deposit. The useful distinction for a foreign founder is between simplification and disappearance: a small company may qualify for simplified presentation or confidentiality under the relevant conditions, but those mechanisms do not turn the annual accounts into an optional document.
CFE is a separate issue. Article 1447 of the General Tax Code says that “la cotisation foncière des entreprises est due chaque année” for a person or company carrying on a habitual non-salaried professional activity, subject to the statutory territorial and exemption rules. The current provision is on Légifrance, Article 1447 of the General Tax Code. CFE is not calculated by simply asking whether the company has issued an invoice. The premises, establishment, activity, date and applicable exemption must be reviewed.
Article 1478 provides an important creation-year rule: “la cotisation foncière des entreprises n’est pas due pour l’année de la création” when an establishment is created, subject to the statutory exceptions. The provision is available on Légifrance, Article 1478 of the General Tax Code. That relief from payment does not remove the initial declaration. The tax administration states that Form 1447-C, the initial CFE declaration, must generally be filed by 31 December of the creation year; its current guidance is available on impots.gouv.fr, CFE and local taxes.
The CFE start-date question can be fact-sensitive. In Conseil d’État decision no. 46227 of 12 January 1987, the court explained that activity could not be treated as having begun merely from registration, professional fees or a lease where the statutory conditions were not met. The official decision is available on Légifrance, Conseil d’État no. 46227. Its formulation refers to the need for “avoir disposé d’immobilisations et avoir versé des salaires”. The historical tax wording and the current CFE rules must be read together; a foreign founder should not assume that a dormant label settles the issue without reviewing premises, assets, employees, receipts and the actual commencement of operations.
VAT, or taxe sur la valeur ajoutée, follows a different logic from IS. Article 286 of the General Tax Code requires a person liable for VAT to submit an existence declaration within fifteen days of the commencement of operations and to provide information about the professional activity. The statutory provision is on Légifrance, Article 286 of the General Tax Code. Article 287 states that a VAT taxpayer must submit the prescribed declaration and, under the normal regime, report the total operations and taxable operations. It is available on Légifrance, Article 287 of the General Tax Code.
A nil VAT return may be required where the company remains identified for VAT and the regime calls for a periodic declaration. Conversely, a company that has formally suspended its activity may fall within a different administrative treatment. The French tax administration explains, in its guidance on temporary suspension, that a company without receipts or turnover must still file a results declaration marked “néant”, while a temporary cessation may suspend VAT filings. That distinction appears on impots.gouv.fr. The founder should therefore ask the SIE to confirm the VAT regime rather than infer it from a blank bank account.
The following checklist is a useful first-year file for a foreign-owned French company with no revenue:
- Obtain the Kbis, SIREN and SIRET details and check that the registered office, activity and legal representative match the actual business.
- Confirm the tax regime: IS or income tax, simplified real regime or normal real regime, and any election made at incorporation.
- Record the accounting periods: incorporation date, commencement date, first closing date and the deadline for Form 2065.
- Reconcile the bank account with paid-up capital, parent funding, founder advances, charges and any foreign-currency movement.
- Prepare the balance sheet, income statement, notes and the schedules required by the tax regime, even if turnover and the tax result are nil.
- Confirm whether Form 1447-C is due and whether CFE is exempt for the creation year or payable for a later year.
- Confirm the VAT identification and filing rhythm with the SIE, including the treatment of supplier invoices and pre-launch costs.
- Approve and deposit the annual accounts through the appropriate greffe or Guichet unique route, then preserve the signed decisions and filing receipt.
For a group headquartered abroad, the file should also contain the parent’s certificate of incorporation, the ownership chart, the shareholder or parent-loan agreement, any management-services agreement, invoices, board or shareholder approvals and proof of who performed the services. These documents help separate revenue from funding and help the accountant identify whether a payment is an expense, a capital contribution, a loan, a distribution or a related-party service.
B. What should the company do after missing a nil return?
A missed nil return should be treated as a regularisation project, not as proof that the company was exempt. The first step is to identify every closed financial year and every tax account. A foreign founder should obtain the Kbis history, the SIE correspondence, the professional tax-account messages, the bank statements, the accounting ledger, the incorporation file and all tax returns already transmitted. The review should distinguish a missing 2065, a missing VAT return, a missing 1447-C, an unpaid balance and a missing annual-account deposit. These are separate formalities with different recipients and different dates.
The second step is to reconstruct the real result. A zero-revenue company may have a loss from bank fees and professional costs. It may have a capital balance but no taxable income. It may have received a loan from the parent and paid a foreign supplier. It may have claimed input VAT or issued no VAT invoice at all. The regularisation return should not simply place zeros in every field before those facts are checked. The supporting ledger, bank reconciliation and invoices should explain every material number.
The third step is to restore access to the French professional tax account. The company should verify the email, representative, tax number and payment mandate used for the account. Where EDI-TDFC is required, the accountant or authorised transmitter should confirm the transmission status and retain the acknowledgement. The administration states that companies must use electronic procedures for professional tax declarations and payments, with limited exceptions; its explanation is available on impots.gouv.fr. A foreign director should not assume that an overseas accountant’s internal software submission has reached the French SIE without an electronic acknowledgement.
Article 1649 quater B quater of the General Tax Code governs electronic transmission for categories of tax declarations. The provision expressly states that certain declarations “sont souscrites par voie électronique” and refers to the sanction provision for non-compliance. The official text is available on Légifrance, Article 1649 quater B quater. In a regularisation, keep the transmission receipt, the exact period filed, the schedules attached and the message sent to the SIE. A screenshot without the filing acknowledgement may not be enough to resolve a later dispute.
The fourth step is to assess the consequences of delay. Article 1728 of the General Tax Code provides that failure to produce a declaration on time can trigger a surcharge, beginning with “une majoration de” 10% in the situations specified by the provision, with higher rates after a formal notice or in cases of concealed activity. The full rule is on Légifrance, Article 1728 of the General Tax Code. The amount and application depend on the declaration, the tax due, the notice and the facts. A company should not promise itself that a zero tax result automatically eliminates every procedural consequence; it should regularise promptly and ask the SIE to confirm the position.
If the administration has already issued a notice, the company should preserve the envelope, electronic message, date of receipt, tax period, amount and response deadline. A short explanation should identify the absence of turnover, the actual expenses, the date the company began operations, the reason for the omission and the documents now supplied. If the company has foreign shareholders or a foreign director, the explanation can also identify the authorised French contact and the scope of the mandate. Clear chronology is more useful than a generic statement that the company was “inactive”.
The fifth step is to regularise the corporate record. The annual accounts should be prepared and approved. The shareholders or sole shareholder should adopt the required decision on the result, including a loss or a nil result. The accounts should then be deposited if required. If several years are missing, the company should make a year-by-year plan and avoid submitting inconsistent balance sheets. A late deposit may require a request for an extension, an answer to an injunction or a correction of the legal representative information. The INPI Guichet unique guidance confirms that annual-account deposits are among the formalities handled through the central portal.
The sixth step is to review the CFE and VAT position separately. A company created during the year may not owe CFE for that creation year under Article 1478, but it may still have had to file the initial declaration. A company that remains registered for VAT may have to send periodic nil returns, even without sales, while a formally suspended company may be treated differently. A CFE notice or a VAT credit should be challenged or corrected through the correct administrative channel; it should not be ignored because the company made no revenue.
The seventh step is to deal with payments made by the foreign founder. A founder who paid an incorporation invoice personally may have a reimbursement claim or a shareholder current-account balance. A foreign parent that transferred cash may have made a capital contribution or a loan. A service supplied by the foreign parent may require an invoice and a VAT or transfer-pricing review. Each classification affects the balance sheet, the result, the tax schedules and the evidence available in an audit. The safest file contains the agreement, approval, invoice, bank evidence and accounting entry for each material flow.
The eighth step is to avoid confusing the company’s obligations with the founder’s personal tax position. Whether the founder lives in the United Kingdom, the United States, the Middle East or another country may affect personal residence, remuneration, social security, treaty analysis and immigration questions. Those questions are not answered by a nil Form 2065. This article concerns the French company’s corporate compliance. The founder should obtain separate advice if the company’s president works from abroad, receives remuneration, signs contracts outside France or becomes personally tax resident in France.
There is also a difference between a pre-revenue company and a company that has ceased activity. A pre-revenue company may be preparing to trade and may have a live bank account, contracts, assets or parent funding. A company in temporary cessation may have made a formal filing through the Guichet unique. A dissolved company has a different final-return and liquidation timetable. The legal label, the actual activity and the tax account should line up. A foreign founder should not ask an accountant to use “néant” as a shortcut where the company has received services, incurred costs or retained assets that need to be reported.
A good regularisation pack will usually contain the following: the current and historical Kbis extracts; articles of association and amendments; shareholder and director decisions; SIREN and SIRET information; bank statements; capital-deposit evidence; parent-loan or service agreements; invoices and receipts; the accounting ledger; Form 2065 and all schedules; VAT returns or confirmation of the applicable regime; Form 1447-C and CFE notices; annual accounts and approval minutes; electronic filing acknowledgements; and every message from the SIE or greffe. Keeping these documents in one indexed file makes it possible to answer a request from a French authority without reconstructing the company’s history from memory.
Conclusion
A French company with no revenue is not automatically a company with no tax or corporate obligations. If it is subject to IS and a balance sheet has been closed, it will generally need to file Form 2065 and the applicable schedules, even if the result is nil or a loss. If no balance sheet was closed during the creation year, Article 209 may defer the first results filing, but the first closing cannot be postponed indefinitely. The company must still maintain an accurate accounting record and a reliable tax calendar.
For a foreign founder, the practical sequence is clear: confirm the regime, map the first accounting period, classify capital and parent funding, reconcile every bank movement, confirm the CFE and VAT treatment, file electronically, approve and deposit the annual accounts, and regularise any missed period with a documented chronology. The relevant French concepts are technical, but the risk is manageable when the corporate file, tax account and formalities all describe the same business.
For broader help with French company formation and corporate structuring, the question should be reviewed with the company’s legal form, country of ownership, first closing date and current French tax-account status in front of the adviser.
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