A foreign company that opens a branch in France does not create a separate French subsidiary. It creates a French establishment of the parent company, usually called a succursale. That distinction controls the annual-accounts filing. The French branch must generally deposit in France the accounting documents that the foreign parent has prepared, had audited or otherwise reviewed where its home law requires it, and published in the country of its registered office. The filing is not replaced by the parent’s commercial register entry, and it is not the same exercise as filing a French SAS or SARL’s own accounts.
The practical questions are more precise than “does a branch file accounts?” A foreign founder needs to know which version of the parent’s accounts belongs in the French file, whether a French translation is needed, who must certify the copy, whether the deadline comes from French law or the parent’s home law, and what evidence to keep if the filing is rejected. This guide answers those questions for a French branch whose head office remains abroad. It also separates the public corporate filing from French corporate-tax and VAT evidence, because the same documents may be requested under different rules. The position below is based on the official texts checked on 3 September 2026 and should be matched against the parent’s home-country accounting calendar before submission.
I. What a foreign parent must file in France
A. Does a French branch have to file the foreign parent’s annual accounts?
Yes, in principle. The central rule is Article R. 123-112 of the French Commercial Code. It applies to a commercial company whose registered office is outside France and which opens a first establishment in France. At registration, the foreign company must file a current copy of its constitutional documents with the commercial court registry, known in French as the greffe. Each year, it must also file the accounting documents that the parent prepared, had controlled and published in the state where its registered office is located. The French branch therefore reports the parent’s statutory publication package, rather than manufacturing a second set of French parent-company accounts solely for the registry.
The wording matters. Article R. 123-112 states: “Le dépôt des documents comptables est effectué dans le délai prévu par la législation dont relève le siège de la société.” In English, the filing deadline follows the legislation governing the parent’s registered office. The rule also refers to the documents the parent has established, had controlled and published in its home state. A branch manager should therefore start with the parent’s legal-entity type and home-country filing calendar, not with a generic French company checklist.
A branch is different from a French subsidiary in four operational respects. First, the branch normally has no separate share capital or separate legal personality: the foreign parent remains the legal company behind the French activity. Secondly, the branch’s French registration identifies the foreign company and the person able to bind it in France. Thirdly, the annual accounts deposited in France are linked to the parent’s home-country reporting obligations. Fourthly, the branch’s French commercial filing does not automatically turn the parent’s global accounts into French tax accounts. Those differences explain why copying a French SAS filing model can produce the wrong documents, the wrong deadline and an avoidable rejection.
Do not confuse the public branch filing with the accounting obligation imposed on a French commercial company. Article L. 123-12 of the French Commercial Code requires a merchant to record transactions chronologically, take an inventory at least every twelve months and prepare annual accounts at the close of the financial year. Those are the baseline accounting obligations for the relevant French business. The Supreme administrative court has nevertheless explained that a foreign branch can be required to present accounting documents to the French tax administration even when it is not subject to the same French accounting method. That is a separate question from what the branch deposits at the registry.
For comparison, the filing rules for a French company appear in Article L. 232-23 of the French Commercial Code, which addresses the annual accounts and management documents of French companies such as a société par actions simplifiée (SAS, a simplified joint-stock company) and a société anonyme (SA, a public limited company). A French société à responsabilité limitée (SARL, a private limited-liability company) also follows its own French-company filing architecture. Those provisions help explain why an account package for a French subsidiary cannot simply be substituted for the foreign parent’s home-law documents in a branch file.
The branch filing is public-facing. The commercial register is the Registre du commerce et des sociétés (RCS), the French register of commerce and companies. Since the French formalities reform, many filings are routed through the guichet unique, the one-stop electronic filing service operated by the National Institute of Industrial Property (INPI). The INPI portal is available through the official business formalities website. The registry record may also be visible through the Registre national des entreprises (RNE), the national business register. A Kbis is the official extract evidencing a company’s registration in the RCS; it is not the annual-accounts filing itself.
That public character has two consequences for a foreign parent. First, the uploaded package must be legible to a French registry reviewer who may not read the parent’s language. Secondly, the parent should assume that the deposited documents can be consulted under the transparency rules applicable to the filing. A parent that expects its home-country accounts to remain private should not assume that a French branch has the same confidentiality options as a small French company. The limited confidentiality regime for some French companies is dealt with in Article L. 232-25 of the French Commercial Code; it should not be treated as an automatic exemption for a foreign parent’s branch documents.
The safest classification exercise is simple. If the French operation is a registered branch of the foreign company, test the file against Article R. 123-112. If it is a French subsidiary, test the French company’s own accounts against the provisions applicable to its legal form. If the operation is only a bank account, a representative arrangement or an occasional contract with no French establishment, first determine whether there is a registered branch or another taxable or corporate presence. A label used by the business team does not decide the legal category. The registration record, the parent’s resolutions and the actual French activity must tell the same story.
There is also a difference between a branch and a French permanent establishment for tax purposes. The branch registration is a company-law formalisation. The French tax analysis asks which profits are attributable to the business operated in France and which records support that allocation. A company can have to prepare a branch filing even while its tax result requires a separate functional and transfer-pricing analysis. The parent should keep the corporate filing file and the tax file cross-referenced, but it should not merge them into an unexplained document bundle.
B. Which deadline applies to a foreign parent’s French branch?
The starting answer is the parent’s home-country deadline. Article R. 123-112 does not replace the foreign parent’s accounting calendar with a universal French branch deadline. If the parent’s law requires accounts to be approved, audited or published by a specified date, the French deposit must be organised around that date and within the period allowed by the law of the parent’s registered office. The exact calculation may depend on the parent’s legal form, financial year-end, shareholder approval date, audit status and home-country filing extension. Record each of those dates rather than using “one month after approval” as an automatic rule.
The one-month and two-month periods often mentioned in French guides concern French-company filings. The official Service-Public.fr page on filing a company’s annual accounts explains the French-company timetable, including a one-month period after approval and a two-month period for an electronic filing in the cases it describes. That information is useful for a French SAS, SARL or SA, but a foreign branch must first apply the specific rule in Article R. 123-112: the deadline is the one provided by the legislation governing the foreign head office. If the parent uses a shorter or longer home-law period, the branch calendar should follow the applicable home-law rule and preserve proof of the calculation.
Build a dual calendar. The first column should show the parent’s reporting events: financial year-end, preparation of the accounts, audit or statutory review, board or shareholder approval, publication in the home state and any permitted extension. The second column should show the French branch events: obtain the signed final package, select the French translator, certify the copies, submit through the required channel, pay the filing charge if requested and save the receipt. This prevents a common failure: the parent publishes its accounts at home on time but the French branch cannot file because the translated, certified version was never prepared.
Do not wait for the French branch’s Kbis to show an updated annual-accounts status. The Kbis is an extract of registration information. It may identify the foreign parent, the French establishment and its representative, but it is not a receipt for every annual document deposited. Keep the electronic acknowledgement, registry correspondence, submission reference, final PDF set and proof of payment. If a bank, tendering authority, investor or French contracting counterparty asks for “the Kbis and the accounts”, provide those as two different items.
For an EU or European Economic Area parent, the language rule has a specific nuance. Article R. 123-120-1 of the French Commercial Code allows, in the circumstances it sets out, acts and documents to be filed in an official language of the European Union, but it requires French to be one of the languages and says: “Seul le dépôt obligatoire en langue française fait foi.” That means the French version is the controlling compulsory filing for the French registry. It does not justify uploading a parent’s non-French accounts without checking the French-language component.
For a parent outside the EU or EEA, take the more conservative operational route: prepare a complete French translation of the documents that the registry needs to understand, then confirm how the copies must be certified for the specific submission. Article R. 123-112 says that the deposited documents may be “traduites en langue française”. The provision also states that copies are certified as true by the parent’s legal representative or by the person empowered to bind the company in France. The registry’s electronic form can ask for additional evidence or a specific file format; the portal request should be followed without omitting the legally required French version.
Extensions and corrections deserve their own calendar entry. If the parent receives a home-country extension, keep the official extension evidence and map it to the French branch filing. If the parent replaces accounts after an audit adjustment, identify whether the French deposit must be corrected or supplemented. If the French branch was registered during the year, verify whether the first filing is tied to the parent’s next annual reporting package or another event under the applicable home law. These are questions for the actual parent jurisdiction, not assumptions based on the date printed on the branch’s first Kbis.
Finally, distinguish “late” from “not yet available”. A parent may have a lawful home-country filing extension, an audit delay or an accounts approval process still open. Those facts should be evidenced in the French file. If the French registry rejects a submission for a missing translation or uncertified copy, note the rejection date and resubmit the corrected package promptly. A silent gap is harder to explain than a documented delay with the parent’s home-law evidence attached to the internal file.
II. How to prepare and cure the filing
A. Which documents, translations and certifications should you upload?
Start by identifying the parent document set exactly as it exists in the home state. The usual core is the parent’s final annual accounts for the relevant financial year, together with the audit report, statutory review report or other control document where the home law requires one. Add the publication or filing evidence from the foreign register when it is available, and preserve the parent’s legal name, registration number, registered-office address, financial year and approval date consistently across every file. A branch file should not contain a translation that silently changes the parent’s name or the period covered.
The French registry needs to see what the foreign document is. A translated balance sheet without its notes, approval information or accompanying auditor report may be incomplete even if the headline figures are correct. Conversely, uploading every internal management spreadsheet can create confusion and expose information that is not part of the statutory package. The working rule is to file the documents that the parent has established, controlled and published in its home state under Article R. 123-112, and to retain additional working papers privately unless the registry or tax administration requires them.
Use a document matrix before uploading:
- Parent identification: legal name, home register number, registered office and legal form.
- Branch identification: French name or trading designation, French registration details, RCS number and the branch representative.
- Accounts: balance sheet, income statement, notes and any document forming part of the parent’s official annual-accounts package.
- Control evidence: audit report, statutory auditor report or equivalent home-law document, if required.
- Publication evidence: home-register receipt, public filing extract or official publication confirmation, if issued.
- French versions: complete translations that allow the registry to match each translated page to the original.
- Certification: copy certification by the person authorised under Article R. 123-112, plus any certification or translator evidence requested by the receiving authority.
- Submission evidence: portal receipt, rejection message, corrected upload and final acceptance record.
A translation should be complete, traceable and stable. Give the translator the final signed accounts, not an earlier draft. Preserve the original file names and assign a simple reference, such as “Parent annual accounts FY2025 – original” and “Parent annual accounts FY2025 – French translation”. If the source document has a seal, digital signature, auditor report or page numbering, ask the translator to reproduce the identification in a way that lets the registry compare the two versions. Never translate figures by retyping them into a new spreadsheet when a faithful PDF translation or bilingual layout can preserve the original audit trail.
Certification is not the same as translation. A translation confirms what the foreign document says; a certified copy confirms that the copy corresponds to the original or official version. Article R. 123-112 places the copy-certification function with the parent’s legal representative or with the person who has the power to bind the company in France. That authority should sign consistently with the branch mandate. Keep the delegation, board resolution or power of attorney that proves the signer’s authority in the internal file, even if the portal does not request it at the first upload.
For EU and EEA companies, read the language option carefully rather than treating it as a waiver of French. Article R. 123-120-1 permits certain official-language filings, but the compulsory French filing remains the version that “fait foi”, meaning it has evidentiary priority for the filing. For a non-EU/EEA company, use a French translation unless the registry expressly confirms another route. A French translation that is missing the notes or audit report can fail the same practical review as no translation at all.
The tax translation requirement is stricter in a different setting. Article 54 of the French Tax Code requires taxpayers to present accounting records and supporting documents when the tax administration requests them. It adds: “Si la comptabilité est tenue en langue étrangère, une traduction certifiée par un traducteur juré doit être représentée à toute réquisition de l’administration.” A traducteur juré is a court-approved sworn translator. This tax rule should not be confused with the branch registry’s copy-certification wording. In practice, a foreign parent should know which version is suitable for the registry and which version can withstand a tax audit.
Prepare the upload in the order the form expects. Put the parent’s annual accounts first, then the audit or control report, then the translation and certification evidence. Use descriptive file names in Latin characters if the portal rejects special characters, but do not strip accents from the legal documents themselves. Keep the original French accents and the parent’s official spelling in the documents. The file name can be simple; the content must remain an exact, readable representation of the source.
Check figures and dates twice. The balance-sheet date must match the financial year described in the income statement and notes. The parent’s legal name must match the name shown in the French branch record. Currency should be stated, and a translation should not convert amounts into euros unless the source or an explanatory schedule clearly identifies the conversion. The French registry is verifying the filing, not auditing the parent’s commercial performance, but an inconsistent document set creates a predictable request for clarification.
Keep proof that the parent’s documents were published or filed at home. The statutory rule refers to documents “published in the state” where the parent’s registered office is located. If the foreign register does not issue a separate publication certificate, preserve the register page, filing receipt or official search result that demonstrates the home filing. If the parent is not required by home law to publish a particular document, record that legal basis and ask the French filing adviser or registry how to explain the absence. Do not create a fictitious French equivalent merely to fill an upload slot.
Use the official BODACC website only as a public-information reference when checking French commercial announcements. BODACC means Bulletin officiel des annonces civiles et commerciales, the official bulletin for civil and commercial announcements. It is not a substitute for the parent’s home-country filing evidence and it is not the same as the registry’s receipt. Similarly, INPI’s one-stop portal is the filing channel for the formalities it accepts; it does not replace the parent’s approval, audit or publication process.
A branch manager should maintain two folders. The “submission” folder contains the exact files uploaded, the French translation, certification page and receipt. The “substance” folder contains the parent’s signed originals, home-country legal advice, audit correspondence, authority for the French signatory, tax records and any rejection analysis. This structure makes it possible to answer a French bank or tax inspector without resubmitting internal documents that were never meant for public filing.
B. What happens if the branch’s accounts are late, incomplete or challenged?
A late or incomplete filing is a compliance problem, not a reason to abandon the branch. First identify the failure: wrong document period, missing notes, missing audit report, non-French document, uncertified copy, unauthorised signature, unreadable upload, wrong parent name, wrong French establishment or a deadline calculated from the wrong legal system. Each cause has a different cure. Re-uploading the same PDF without correcting the cause only creates a second rejection and weakens the audit trail.
For a registry omission, the Commercial Code gives an interested person or the public prosecutor a judicial route. Article L. 123-5-1 of the French Commercial Code provides that the president of the court, sitting in urgent proceedings, “peut enjoindre sous astreinte” the company’s director to deposit documents and acts required by law. An astreinte is a coercive daily or periodic payment ordered to encourage compliance; it is not the same as the filing fee. The article also allows the president to appoint a representative to complete the formalities. The existence of this mechanism is a reason to cure a missing filing quickly, not a reason to wait for proceedings.
The public filing and the tax position must be repaired in parallel. Article 53 A of the French Tax Code requires taxpayers within its scope to submit an annual declaration that allows the taxable result of the year or preceding financial year to be determined and checked. Article 54, linked above, requires supporting books, inventories and documents to be produced on request. A branch can therefore have a registry file that is late while its French tax returns have been filed, or a registry file that is accepted while the tax evidence is inadequate. Neither result automatically cures the other.
The territorial tax principle is set out in Article 209 of the French Tax Code. Subject to the Code’s specific rules, French corporate-tax profits are determined by taking into account profits made in businesses operated in France and other categories covered by the provision. In practical terms, the branch’s annual-accounts deposit does not itself determine the taxable profit attributable to France. The tax file should show the functional facts, French revenue and expenses, intercompany charges, assets used, personnel and allocation method supporting the French return.
The same point applies to VAT. Article 286 of the French Tax Code addresses the obligations of a person liable for value-added tax, or VAT, including the declaration required at the start of operations. VAT registration, VAT returns and the annual accounts deposit are different obligations with different evidence. A branch that uploads translated parent accounts to the registry has not automatically completed its VAT registration. The French tax administration may ask for a French bank account, contracts, invoices, proof of activity or other evidence depending on the file; prepare those under a separate tax checklist.
The leading administrative case is the Conseil d’État decision of 13 July 2011, no. 313440, available on Légifrance. The Conseil d’État held that French branches of foreign companies, even though they are not subject to the same accounting obligation described in Articles L. 123-12 and following, “doivent présenter à l’administration, sur demande de celle-ci, les documents comptables” capable of supporting the accuracy of the results declared under Article 53 A. The decision is important because it prevents a branch from arguing that the absence of a full French subsidiary-style ledger makes the tax evidence irrelevant.
The same reasoning appears in the decision of the Administrative Court of Appeal of Lyon of 22 May 2018, no. 16LY04394, published on Légifrance. Together, the decisions support a practical rule: keep enough accounting evidence to explain the French branch’s declared result, even when the parent’s public accounts are prepared under foreign standards and filed in another language. The decisions do not authorise a branch to ignore the current filing rules, and they do not remove the need to check the parent’s actual home-country obligations.
If the parent’s accounts are prepared under a foreign accounting framework, create a reconciliation file rather than rewriting the statutory accounts. Explain the accounting framework, the financial year, the treatment of branch transactions and any adjustments made for the French tax return. Where a French tax adviser identifies a permanent-establishment allocation issue, retain the calculation and source documents. The goal is not to disguise the parent’s accounts as French accounts; it is to make the French activity and the declared French result verifiable.
If the registry rejects the translation, ask for the exact defect in writing. “Translation not compliant” is too vague for an internal action plan. Determine whether the issue is the translator’s status, missing pages, certification wording, an inconsistent legal name, an absent French version or a file-format problem. Correct the document, keep the original rejection and submit the replacement with a short cover explanation. If the portal does not permit a clean replacement, ask the registry or filing adviser how to mark the old upload as superseded. Do not delete the prior evidence from the internal file.
If the parent has not yet finalised its accounts, document the reason and the expected completion date. A branch should not submit draft accounts as final accounts merely to create the appearance of compliance. If the parent’s home law permits publication of a provisional or abbreviated document, establish whether that is the document referred to by Article R. 123-112 and whether the French registry accepts it. The answer depends on the parent’s law and legal form. Put the answer in a short written memorandum and attach the home-register evidence.
If the French branch has missed several years, prepare a remediation schedule by financial year. For each year, list the accounts, audit or control document, home publication proof, French translation, copy certification, submission date, rejection or acceptance and any tax return affected. Submit the oldest missing year first only if the registry or filing adviser confirms that sequence; some portals or registries may require a different order. The sequence should be driven by the actual registry instructions, not by a generic online article.
Before filing, use this final control list:
- Confirm that the operation is a French branch of a foreign company and not a French subsidiary.
- Identify the parent’s registered office, legal form, financial year-end and home-country deadline.
- Match the final accounts and control report to the parent’s official home filing.
- Prepare a complete French translation, with the original pages and figures traceable.
- Obtain the required copy certification from the legal representative or authorised French signatory.
- Check whether the tax file needs a sworn translation under Article 54, in addition to the registry translation.
- Submit through the applicable INPI or registry channel and save the receipt.
- Verify the public record and keep a remediation note for every rejection or late filing.
For a foreign founder, the most useful internal question is not “what French form do we upload?” It is “which document did the parent legally prepare and publish at home, and how do we make that document acceptable and verifiable in France?” That question aligns the branch’s corporate filing, translation and tax evidence. It also prevents the two most expensive mistakes: filing a French subsidiary’s accounts for a branch, and filing a translated document that cannot be tied to the parent’s official accounts.
Conclusion
A French branch of a foreign company generally has to deposit in France the accounting documents prepared, controlled and published by the foreign parent in the state of its registered office. Under Article R. 123-112 of the Commercial Code, the deadline follows the parent’s home-country legislation. The package should be complete, translated into French where required, and accompanied by copies certified by the person authorised to bind the parent or the French branch. An EU or EEA language option does not eliminate the controlling French filing, and the tax administration can demand a sworn French translation of foreign-language accounting records under Article 54 of the Tax Code.
Keep the public registry filing, French corporate-tax evidence and VAT records as linked but separate workstreams. If a filing is late or rejected, identify the precise defect, preserve the evidence, correct the package and resubmit. The existing French company formation and incorporation guide can be used as the wider corporate set-up hub, while this article addresses the narrower branch-accounts question. The rules are technical and depend on the parent’s home jurisdiction, financial year and legal form; obtain advice on the actual document set before a deadline expires.
Need a quick opinion on your case
You can arrange a telephone consultation within 48 hours with a lawyer from the firm to review the foreign parent’s branch filing, translation, certification and deadline. Call +33 6 46 60 58 22 or use the contact form for Kohen Avocats. Please have the parent’s legal form, registered-office country, financial year-end, latest accounts and any INPI or registry rejection message available.