You run a company abroad and France is your next market. Incorporating a French subsidiary sounds heavy, so the branch looks tempting: no new company, no share capital to lock up, one balance sheet at home. That shortcut is real, but it is not light. France gives the succursale no legal personality of its own, yet it taxes it, registers it, and holds your foreign company directly answerable for everything the branch signs. Get the registration file wrong and the greffe (the registry office of the commercial court) sends it back. Get the tax position wrong and the French tax administration treats the branch as a permanent establishment that hid its books, with dawn raids as the enforcement tool.

This guide walks you through both halves of the operation. First, the registration: which documents the registry demands, who can act as manager in France, and where the file goes since the single online window replaced the old counters. Second, life after registration: French corporate tax on the branch profits, the accounting the administration can legally require from a foreign company, and who pays when the branch leaves debts behind. Every decisive point rests on a verifiable text or court decision, quoted word for word, so you can check each statement against the official source before you act on it.

I. How do you register a branch (succursale) in France from abroad without creating a company?

A. What file does the registry expect: parent articles, foreign extract, premises and the manager in France?

Start from the principle. French commercial law orders registration for foreign commercial companies that have an establishment in a French department, in the words of Article L. 123-1, I, 3° of the Commercial Code: “Les sociétés commerciales dont le siège est situé hors d’un département français et qui ont un établissement dans l’un de ces départements”. The branch (succursale) is exactly that: a permanent local establishment of your existing company, with its own premises and organisation, but no separate legal person and no assets of its own. The Ministry of the Economy describes it the same way in its guide to setting up a foreign business in France: the branch manages a business distinct from the head office by its location and material organisation, yet it has no legal autonomy and no patrimony separate from the parent, and it operates through a legal representative, most often an employee, without the decision-making formalities of a company board.

The core filing rule sits in Article R. 123-112 of the Commercial Code, and its first sentence sets the clock: “Toute société commerciale dont le siège est situé à l’étranger et qui ouvre en France un premier établissement est tenue de déposer au greffe du tribunal de commerce dans le ressort duquel est situé cet établissement, au plus tard en même temps que la demande d’immatriculation, une copie de ses statuts en vigueur au jour du dépôt”. In practice that means three things you must prepare before anything else. First, a complete copy of the parent company’s articles as in force on the filing day. Second, the home-country accounts: the same article adds that the company must file every year the accounting documents it has drawn up, audited and published in its home state, within the home state’s own deadline, which in plain terms means your French branch inherits a yearly paperwork duty even though it is not a company. Third, language: “Les pièces déposées sont le cas échéant traduites en langue française et les copies sont certifiées conformes par le représentant légal de la société ou par la personne ayant le pouvoir d’engager la société en France.” Translations are therefore certified by the legal representative or by the person empowered to bind the company in France, not by just anyone with a stamp.

The greffe practice, published in the Infogreffe guide for registering a branch of a foreign company, fills in the supporting documents around those articles. You must produce an extract of the parent company’s registration in a foreign public register, original, less than three months old, translated into French where needed. You must prove lawful occupation of the branch premises: a commercial lease, a domiciliation contract with an approved provider, or recent utility evidence. If the declared activity is regulated in France, add the licence, diploma or authorisation from the supervising authority. And you must build the personal file of the manager in France (responsable en France): a valid passport or national identity card, or a valid residence permit whose status allows registration with the trade register, plus a signed original declaration of non-conviction stating parentage, which the supervising judge has checked against the criminal record. Budget the registry fee shown in the guide, currently 60.38 euros, and keep in mind that the branch receives its own Kbis extract (the official identity card of a French business, issued by the greffe) and its own SIRET number (the 14-digit identifier of the establishment, built on the 9-digit SIREN number assigned nationally by INSEE, the statistics institute) once registration succeeds.

Premises deserve a warning of their own. You may domiciliate the branch at the French manager’s home, but Article L. 123-11-1 of the Commercial Code caps that solution at five years from registration where legislation or the lease forbids it, with prior written notice to the landlord or co-ownership association. A domiciliation company or business incubator is often the cleaner route for a foreign founder with no French address yet, and it avoids the awkward moment when the tax office or a bailiff cannot find your branch anywhere.

B. Where do you file, how long does it take, and what happens if the registry pushes back?

Since 1 January 2023 there is only one door: the online single window for business formalities (guichet unique, run by the INPI, the National Industrial Property Institute, at formalites.entreprises.gouv.fr). Article R. 123-112 itself points electronic filings to the single body and its conditions, and the Ministry of the Economy confirms that a foreign company opening an establishment in France, branch or subsidiary, must declare its activity there. The window then routes your file to every administration concerned: the national centre for foreign firms for social matters, the tax office for foreign companies, the INPI for the National Register of Enterprises (RNE, the new central register that replaced the old separate files), the greffe for entry in the Trade and Companies Register (RCS, the register kept by each commercial court that gives the business its legal existence vis-à-vis third parties), and INSEE for the SIRENE directory and the single identification number. One filing therefore triggers tax, social and statistical existence at once, which is convenient when it works and means one error can block several tracks at once when it does not.

Expect the greffe to read your file literally. The Court of Cassation recalled in a published commercial judgment of 1 June 2023, appeal no. 21-22.446, that under Article R. 123-95 of the Commercial Code “le greffier vérifie que les énonciations d’une demande d’inscription au registre du commerce et des sociétés sont conformes aux dispositions législatives et réglementaires, correspondent aux pièces justificatives et actes déposés en annexe et sont compatibles, dans le cas d’une demande de modification ou de radiation, avec l’état du dossier, mais qu’il ne dispose d’aucun pouvoir d’interpréter lesdits actes et pièces justificatives”. The clerk checks conformity, match with the exhibits and consistency with the existing file, and has no power to interpret your documents in your favour. The same judgment adds, on Article L. 123-6 of the Commercial Code, that the judge supervising the register, who settles disputes between the applicant and the clerk, cannot use that occasion to decide a substantive dispute between the company and a third party. Translation for your file: if the clerk rejects your branch registration because the foreign extract is four months old, the translation uncertified or the premises proof ambiguous, argue with better papers, not with legal theories, and do not ask the supervising judge to settle who truly owns the parent company.

Three rejections cover most failed branch filings from abroad. First, stale or untranslated foreign documents: order a fresh extract from the home register timed to your filing, and have the translation certified by the person who will sign as empowered in France. Second, a manager whose residence permit does not allow commercial registration: non-EU managers need a status that authorises business activity, and sorting this out after filing wastes weeks. Third, premises proof in the wrong name: the lease or domiciliation contract must name the foreign company acting through its French branch, at the exact address declared. If the file stalls, your remedy is a corrected filing through the single window, then, in case of a formal refusal, a challenge before the supervising judge within the register-litigation track. Keep every receipt from the window: the acknowledgment proves your filing date if a client, a bank or URSSAF (the body that collects French social contributions) later questions when your French presence legally started. And if you are still hesitating between vehicles at this stage, read our full setup guide for foreign founders on bank account, Kbis, VAT and first hire before committing to the branch route, because the branch choice shapes your banking and hiring paperwork downstream.

II. What does the branch cost you in tax, liability and day-to-day risk once it is running?

A. Why does the branch pay French tax and keep French books even though it is not a company?

The shock for many foreign directors is this: the branch has no legal personality, yet France taxes it almost like a local company. The Ministry of the Economy states it bluntly: as a permanent structure of the foreign company, the branch falls under the French tax regime, with double taxation relieved only where the home country has signed a bilateral treaty with France. The statutory anchor is Article 209, I of the General Tax Code, which taxes companies only on profits made in enterprises operated in France, “en tenant compte uniquement des bénéfices réalisés dans les entreprises exploitées en France”. Your branch profits therefore enter French corporate tax at the standard rate, currently 25 percent, with a return to file and instalments to pay on the French calendar, while the head-office profits stay outside French tax unless a treaty assigns them to France. The companion duty is accounting: Article 54 of the General Tax Code provides that “Les contribuables mentionnés à l’article 53 A sont tenus de représenter à toute réquisition de l’administration tous documents comptables, inventaires, copies de lettres, pièces de recettes et de dépenses de nature à justifier l’exactitude des résultats indiqués dans leur déclaration.”

How far those duties reach for a company seated in another EU state was settled by the commercial chamber of the Court of Cassation on 15 February 2023, appeal no. 21-13.288, published in the Bulletin, in a case about a Luxembourg company suspected of taxable activity in France through a stable establishment. The Court held: “Une société de droit étranger est tenue, lorsqu’elle exerce une activité en France par l’intermédiaire d’un établissement stable, aux obligations résultant des articles 54, 209 et 286, I, 3°, du code général des impôts, qui exigent la passation d’écritures comptables permettant de justifier des opérations imposables en France”. Where the company has ignored its filing duties, it may be presumed to have knowingly omitted entries or recorded inaccurate or fictitious ones in accounts the tax code requires, which opens the door to the search-and-seizure procedure of Article L. 16 B of the Tax Procedures Book. The Luxembourg company argued discrimination and breach of freedom of establishment; the Court answered that the procedure imposes no special substantive duty on foreign companies and, crucially, that “aucune disposition nationale n’exige des sociétés domiciliées dans un autre Etat membre de l’Union qui exercent une activité taxable en France par l’intermédiaire d’un établissement stable qu’elles tiennent une comptabilité complète en France, établie selon la réglementation nationale et conservée sur le territoire national”, the tax code requiring only the entries that justify the taxable operations carried out in France.

Draw the practical line from that judgment. You do not need to rebuild your entire home accounting under French GAAP in Paris, but you must keep, in a form the French administration can audit, the entries that prove the branch turnover, expenses and intra-group flows, file the French corporate and VAT returns on time, and pay the local business tax (CFE, the yearly local levy on business premises) at the branch address. Branches moving goods across EU borders face the same recapitulative statement and survey duties as any French operator, detailed in our guide to the recapitulative statement, the EMEBI survey and DGDDI letters. And if your activity touches a sensitive sector, check the foreign-investment screen early: Article L. 151-3, I of the Monetary and Financial Code provides that “Sont soumis à autorisation préalable du ministre chargé de l’économie les investissements étrangers dans une activité en France qui, même à titre occasionnel, participe à l’exercice de l’autorité publique ou relève de l’un des domaines suivants”, and the good news specific to branches is that the Ministry confirms a branch installation, although classed as a foreign investment, is exempt from prior declaration and authorisation before the Treasury, whereas acquisitions in listed sensitive sectors need the clearance. Verify your sector against the decree list before signing anything, because operating a sensitive activity without a required authorisation is the one mistake no later filing can cure.

B. Who answers for the branch debts, contracts and staff: the foreign parent or the local manager?

Here the branch shows its hard edge. Because it has no legal personality, every contract the branch signs, every debt it runs up and every court case it triggers belongs to the foreign parent directly. The Paris Court of Appeal confirmed this analysis on 3 December 2024, Pôle 5, chamber 8, case no. 23/10450, about the French establishment of a German company placed in judicial liquidation: the court treated the entity as a mere branch with no legal personality of its own, even though it held its own trade-register entry taken out under Article L. 123-1, I, 3° of the Commercial Code. Registration with its own Kbis changes nothing to that analysis: the Kbis proves existence and publicity, not personhood. Creditors of the branch sue the foreign company, seize against the foreign company, and French courts take jurisdiction over disputes born from the branch activity. Compared with a subsidiary, where the parent normally risks only its capital contribution, the branch offers zero liability shield, and that single difference should dominate your choice of vehicle whenever the French operation carries contractual, environmental or employment risk.

The local manager sits in the middle of that exposure. French practice usually makes the branch head an employee of the foreign company, which means French employment and social law applies to that person from day one, and the first hires trigger the standard duties: prior hiring declaration (DPAE, the mandatory declaration filed before any employee starts), compliant trial period, French-language payslips and contribution calls, as explained in our first-employee guide for foreign companies. The manager binds the parent towards third parties within the powers given, so draft the delegation tightly: geographical scope, signature thresholds, banking powers and hiring authority, all in writing and translated. One protection the case law confirms: the manager of a mere branch cannot be treated as the legal director of a French legal person for insolvency sanctions. In that same 3 December 2024 judgment, the court held that the branch head could not be sanctioned under Article L. 653-1, I, 2° of the Commercial Code, which targets “Aux personnes physiques, dirigeants de droit ou de fait de personnes morales”, precisely because the branch is not a legal person. Do not read that as immunity: a manager who actually runs an insolvent business, mixes funds or keeps no books can still face personal claims as a de facto manager, and the parent itself faces the full insolvency track, including a possible ban proceedings context where a foreign director neglects French filing duties.

Day to day, run the branch like a glass house. Sign every French contract expressly in the name of the foreign company acting through its French branch, quote the branch SIRET and the parent home-register reference side by side, and keep the Kbis extract fresh for banks and landlords. Open the French bank account in the parent name with the branch designation, and expect enhanced checks on the foreign ownership chain before the account works. Repatriating branch profits is simpler than paying dividends from a subsidiary, since there is no distribution vote, but the home-state tax treatment and any treaty branch-profits mechanics still need a cross-check, as our withholding-tax and treaty-refund guide explains for the subsidiary case. And plan the exit at entry: closing a branch means filing cessation through the single window, settling French tax and social accounts, and obtaining radiation of the RCS entry, because a branch left registered but inactive keeps generating tax notices, contribution calls and, sooner or later, a judge-ordered strike-off with the manager still on the hook for explanations.

Conclusion

The branch is the fastest door into France and the most exposed one. Registration is a documents game you can win from abroad: current parent articles, a fresh home-register extract, real premises, a manager whose papers allow trade-register entry, certified French translations, all filed through the single window to the greffe, the tax office and the social bodies at once. Tax is where foreign companies bleed: French corporate tax on the French profits, auditable French entries for every taxable operation, and, for EU companies that file nothing, the search-and-seizure track validated by the Court of Cassation in the Orefa case. Liability is where the branch differs most from a subsidiary: no legal person, no shield, the parent directly bound by everything the branch signs, and a manager whose written delegation is the only fence between powers and personal trouble. Choose the branch when you need speed, a light footprint and direct control, and you can live with the parent standing behind every euro. Choose the subsidiary when the French risk deserves its own legal skin. Either way, decide on verified texts, file early, and keep the French books clean from the first invoice.

Need a quick opinion on your case?

Talk it through with a lawyer before you file, sign or answer the administration. Our firm offers a telephone consultation within 48 hours with an attorney of the firm. Call +33 6 46 60 58 22 or write via our contact page, and send your parent articles, your draft branch address and any letter already received so the advice lands on your exact situation.