You formed a company in France, the Kbis (the official company identity certificate issued by the greffe, the registry of the commercial court) arrived, the capital deposit was released by the bank, and business can start. One question remains, and it is the most personal of all: how do you, the foreign founder who lives abroad, lawfully take money out of that French company. The answer depends on two distinct choices that many founders confuse. The first choice is your office: president of a SAS (société par actions simplifiée, the flexible joint-stock company most foreign founders select) or gérant (manager) of a SARL (société à responsabilité limitée, the limited liability company with a more rigid statutory frame). The second choice is the channel: monthly pay for your duties as a director, or dividends voted once a year out of profits. Each channel carries its own social charges collected by URSSAF (the union for the recovery of social security contributions and family allowances), its own income tax treatment under the CGI (Code général des impôts, the French tax code), and, because you live outside France, its own withholding tax at the border. If you already compared the vehicles themselves, our pillar guide on choosing between a SAS, a SARL, a branch and a subsidiary from abroad sets out the full comparison; this article takes the next step and explains, line by line, how the founder gets paid. Part I maps the two offices and the social protection attached to each. Part II compares salary and dividends euro by euro, including the withholding tax that applies when the recipient lives abroad and the company-law limits on distributions.

I. Your office decides your social regime before it decides your pay

French law does not let a founder simply invoice the company at will and call the proceeds whatever suits the tax calculation of the month. The office held determines the social security regime, the regime determines the base on which URSSAF charges contributions, and only then can the founder arbitrate between pay and dividends. Two offices dominate foreign-owned small companies: president of a SAS and gérant of a SARL. Their regimes are opposite, and the choice made in the articles of association follows the founder for years, including through controls and reassessments.

A. President of a SAS living abroad: an assimilated employee affiliated to the general scheme

A SAS is formed under Article L227-1 of the Commercial Code, which states that “Une société par actions simplifiée peut être instituée par une ou plusieurs personnes qui ne supportent les pertes qu’à concurrence de leur apport” (C. com., art. L227-1). The president of that SAS, whether a shareholder or not, whether resident in France or living abroad, falls within the general social security scheme by assimilation. The Cour de cassation applies this assimilation strictly. In a decision of 15 May 2025, appeal number 23-13.763, the Second Civil Chamber visaed the controlling texts, “Vu les articles L. 242-1, L. 311-2 et L. 311-3, 23°, du code de la sécurité sociale et L. 1221-1 du code du travail”, then held that “ce dirigeant était assujetti par assimilation au régime général en sa qualité de président d’une société par actions simplifiée” (Cass. 2e civ., 15 May 2025, no. 23-13.763). The practical meaning for a founder living in London, New York or Dubai is direct: as soon as the SAS pays its president a remuneration, that remuneration runs through French payroll, generates a pay slip, and triggers employer and employee contributions declared through the DSN (déclaration sociale nominative, the monthly electronic payroll return) to URSSAF, exactly as for an executive employee. The official Service Public Entreprendre page on the social protection of company directors confirms the split between regimes and should be read before any appointment (Service Public: protection sociale du dirigeant de société).

Assimilation brings three consequences that founders living abroad often discover late. First, the president without an employment contract separate from the corporate office has no unemployment insurance and no paid-leave accrual as such; the pay slip records a director’s remuneration, not wages under an employment contract, and the resemblance to an employee stops at contributions and daily benefits. Second, every euro of remuneration voted or decided under the articles increases the contribution base, including benefits in kind such as a company car or housing made available in France. The same 15 May 2025 decision validated the reintegration of a retirement indemnity into the contribution base, a reminder that URSSAF reads the base broadly. Third, affiliation is not optional and cannot be replaced by the founder’s private insurance taken out abroad: as long as the SAS pays its president, the French general scheme claims the contributions, subject only to European coordination regulations or bilateral social security treaties, which must be examined country by country with posted-worker or multi-state forms where applicable. A founder who already held employee status in France before taking the presidency keeps a useful bridge: the Cour de cassation recalled, on 26 November 2015, appeal number 14-22.926, that “toute personne qui perçoit l’un des revenus de remplacement mentionnés à l’article L. 5421-2 du code du travail conserve la qualité d’assuré et bénéficie du maintien de ses droits aux prestations du régime obligatoire d’assurance maladie, maternité, invalidité et décès dont elle relevait antérieurement” (Cass. 2e civ., 26 Nov. 2015, no. 14-22.926). Continuity of rights between two affiliations is therefore protected, but it never exempts the SAS from declaring and paying contributions on the president’s current remuneration.

For the founder living abroad, the payroll mechanics deserve a paragraph of their own. The SAS registers as an employer with URSSAF, obtains its employer account, and files the DSN each month even when the president is its only paid person. The net pay can be transferred to a foreign bank account without difficulty, but the contributions are payable in France in euros. Where the founder also works for the company under a genuine employment contract for technical duties distinct from the corporate office, that contract must describe real subordinate functions, with working time, reporting lines and duties different from the mandate; otherwise URSSAF or the labour courts recharacterise the arrangement and the founder loses on both fronts, contributions without unemployment cover. Where no such contract exists, the president is a corporate officer only, and the minutes or the articles should state the remuneration clearly, because an undocumented cash drawings risks reclassification as disguised salary with late-payment surcharges, or as an unlawful distribution if the company had no profits.

B. Majority gérant of a SARL living abroad: self-employed status and a contribution base of its own

The SARL is managed, under Article L223-18 of the Commercial Code, under a simple rule: “La société à responsabilité limitée est gérée par une ou plusieurs personnes physiques” (C. com., art. L223-18). Behind that simplicity hides a social security divide that turns entirely on the shareholding. The statute on assimilation, Article L311-3 of the Social Security Code, lists among persons covered “Les gérants de sociétés à responsabilité limitée et de sociétés d’exercice libéral à responsabilité limitée à condition que lesdits gérants ne possèdent pas ensemble plus de la moitié du capital social” (CSS, art. L311-3). Read the condition the other way round and the landscape becomes clear. A minority or equal-share gérant is assimilated to an employee and joins the general scheme like a SAS president. A majority gérant, alone or together with family holdings counted by the statute, is a travailleur non salarié (TNS, the self-employed worker status), affiliated to the Sécurité sociale des indépendants, with contributions called and recovered by URSSAF on a specific base. The Court of Appeal of Rennes illustrated the mechanism on 14 May 2025, docket number 23/06276, in a case where the court described a manager affiliated to the self-employed social security scheme as majority co-manager of a SARL, before examining a constraint for 61,920 euros in contributions, adjustments and late surcharges for 2015 and 2016. The lesson for a foreign founder is that majority management in a SARL never produces a pay slip: the gérant receives drawings on account of remuneration decided by the shareholders, pays TNS contributions on a professional-income base, and cannot claim the daily benefits or pension accrual of the general scheme on the same terms.

The TNS base itself is defined by Article L131-6 of the Social Security Code: “Les cotisations de sécurité sociale dues par les travailleurs indépendants non agricoles ne relevant pas du dispositif prévu à l’article L. 613-7 sont assises sur l’assiette définie à l’article L. 136-3” (CSS, art. L131-6). In plain terms, contributions apply to the gérant’s professional income including the remuneration voted, with flat minimum bases (assiettes minimales) due even in a loss-making year, which surprises founders who assumed that no profit means no charges. The official page on directors’ income summarises the declaration circuit for each office (Service Public: revenus du dirigeant d’une société). Three planning points follow for a founder living abroad. First, the TNS call for contributions arrives with a time lag and regularisations, so the founder must provision cash in the French company or on a French personal account; the Rennes case shows how two years of regularisation can crystallise into a single enforceable constraint. Second, health cover under the TNS route is thinner than under the general scheme for daily allowances, which matters when the founder keeps no other European affiliation; private top-up cover subscribed abroad does not reduce the URSSAF call. Third, moving from one office to the other mid-life, for example converting a SARL into a SAS or shifting from majority gérant to president, moves the founder from one scheme to the other with possible overlapping calls and pro-rata bases in the transition year; the conversion minutes should date the change of office precisely and the founder should keep both URSSAF accounts current until the1782 form of radiation from the self-employed register is confirmed. A final warning concerns the founder who takes no remuneration at all: zero pay does not always mean zero charges, because minimum TNS bases and the debate on the economic reality of management can still produce a call, a point our companion analysis of reassessments of unpaid directors examines in detail.

II. Salary or dividends: the full comparison for a founder who lives abroad

Once the office is fixed, the founder arbitrates between two channels that obey different company law, different social charges and different tax. Salary, in the broad sense of remuneration for the corporate office, is decided by the shareholders or under the articles, paid monthly, and deductible for the company. Dividends are voted once a year by the shareholders after approval of the accounts, only out of distributable sums, and never deductible. The corporate tax rate gives the first landmark: Article 219 of the CGI provides that “Le taux normal de l’impôt est fixé à 25 %” (CGI, art. 219). Every euro of deductible remuneration therefore saves up to 25 cents of corporate tax at the standard rate, while every euro of dividend is paid out of after-tax profit. That single sentence explains why young companies that need cash often prefer remuneration, while mature profitable companies with a founder who needs less monthly income mix the two. The comparison that follows examines each channel in turn, with the cross-border withholding tax that applies because the founder lives abroad.

A. Monthly remuneration: deductible for the company, charged by URSSAF, taxed as earnings with a withholding tax at the border

Remuneration of the SAS president or the SARL gérant is set by the articles or by a shareholders’ decision, and its tax treatment is fixed by Article 62 of the CGI: “Les traitements, remboursements forfaitaires de frais et toutes autres rémunérations sont soumis à l’impôt sur le revenu au nom de leurs bénéficiaires” (CGI, art. 62). The full article adds the condition that the sums be deductible from profits subject to corporate tax, which ties the founder’s personal taxation to the company’s deduction in a single movement. For the company, the remuneration plus the employer share of contributions reduces taxable profit immediately, month by month. For the founder, the sums are taxable as earnings, with the deduction of contributions and the standard rules on salaries applying to the taxable amount. The SAS president’s remuneration passes through payroll with general-scheme contributions; the SARL majority gérant’s remuneration bears TNS contributions on the L131-6 base. In both cases the company withholds nothing for French income tax at payment when the founder is non-resident under the domestic payroll rules for residents; instead, the cross-border mechanism of Article 182 A of the CGI applies: “les traitements, salaires, pensions et rentes viagères, de source française, servis à des personnes qui ne sont pas fiscalement domiciliées en France donnent lieu à l’application d’une retenue à la source” (CGI, art. 182 A). That withholding tax, computed on the net sums paid under a specific scale with a minimum rate and annual regularisation through a non-resident return, sits on top of the social charges and must be budgeted from the first payslip. The applicable tax treaty may adjust the outcome, and the founder’s country of residence will usually tax the same earnings with a foreign tax credit, but the French withholding applies first and the company is liable for it as the paying agent.

Three practical consequences follow for founders who manage from abroad. First, the level of remuneration should be decided with the company’s accountant before the year starts, because mid-year corrections disturb the DSN chain for a SAS president and the provisional TNS calls for a SARL gérant, and because an excessive remuneration in a loss-making company attracts the attention of both URSSAF and the tax administration on the act abnormal de gestion (abnormal management act) doctrine. Second, the founder who performs no genuine duties and draws a comfortable pay while the company bleeds exposes the deduction to challenge and exposes the approval of the accounts to a minority action; the remuneration must correspond to real management work documented by minutes, travel records, signed contracts and hiring decisions. Third, the founder who alternates between countries should fix tax residence with precision under Article 4 B of the CGI and the applicable treaty tie-breaker, because residence decides whether the 182 A withholding or the standard progressive scale with decimal withholding (prélèvement à la source) applies, and because a wrong assumption discovered during a control produces two years of reassessment plus surcharges. None of these points requires exotic planning. A written remuneration decision, a monthly payroll or drawings calendar, a DSN or TNS provisioning schedule, and a treaty check for the country of residence cover the large majority of situations and survive controls.

B. Annual dividends: voted out of distributable profits, taxed at a flat rate for residents and withheld for founders living abroad

Dividends obey company law first and tax second. Article L232-12 of the Commercial Code provides that “Après approbation des comptes annuels et constatation de l’existence de sommes distribuables, l’assemblée générale détermine la part attribuée aux associés sous forme de dividendes” (C. com., art. L232-12). Three locks follow from that sentence. No dividend can be voted before the accounts are approved and the existence of distributable sums is recorded; interim dividends (acomptes) require a certified interim balance sheet and remain the exception. No dividend can exceed the distributable sums, defined as the profit of the year minus prior losses and legal or statutory reserves plus retained earnings carried forward; a distribution beyond that limit is a fictive dividend and exposes the directors to civil and criminal liability with an obligation to repay. And the decision belongs to the shareholders’ meeting, published through the annual filing at the greffe and announced in the BODACC (Bulletin officiel des annonces civiles et commerciales, the official gazette where company life events are published) chain of filings, so a founder who simply transfers profits to a personal account without a vote holds undocumented drawings, not dividends. For a founder living abroad, the discipline is the same but the paper trail matters even more, because the foreign bank that receives the transfer will ask for the minutes and the 2561-equivalent dividend slip when the amounts grow.

The tax treatment then splits according to the founder’s residence. When the founder remains fiscally domiciled in France, Article 200 A of the CGI states that “L’impôt sur le revenu dû par les personnes physiques fiscalement domiciliées en France au sens de l’article 4 B à raison des revenus, gains nets, profits, distributions, plus-values et créances énumérés aux 1° et 2° du A du présent 1 est établi par application du taux forfaitaire prévu au B du présent 1 à l’assiette imposable desdits revenus, gains nets, profits, distributions, plus-values et créances” (CGI, art. 200 A). That flat rate is the PFU (prélèvement forfaitaire unique, the single flat-rate levy): 12.8 percent income tax plus 17.2 percent social levies, 30 percent in total, with an option for the progressive scale when the founder’s situation makes it more favourable. During the year, Article 117 quater of the CGI applies a down payment at source, since the persons concerned “sont assujetties à un prélèvement au taux de 12,8 %” (CGI, art. 117 quater), a levy credited against the final tax, with a means-tested request for exemption available through the official impots.gouv.fr procedure (impots.gouv.fr: dispense du prélèvement non libératoire). When the founder lives abroad and has no French fiscal domicile, the mechanism changes completely. Article 119 bis of the CGI states that “Les revenus de capitaux mobiliers entrant dans les prévisions des articles 118,119, 238 septies B et 1678 bis donnent lieu à l’application d’une retenue à la source dont le taux est fixé par le 1 de l’article 187” (CGI, art. 119 bis), and Article 187 adds that “le taux de la retenue à la source prévue à l’article 119 bis est fixé à” the statutory scale that follows (CGI, art. 187). In practice the company withholds at the statutory rate on the gross dividends paid to the non-resident founder, remits the withholding to the Treasury, and the applicable tax treaty may reduce the rate through the refund or reduced-rate procedure with residence certificates. Unlike remuneration, dividends bear no URSSAF contributions in a SAS or SARL held by the founder, which explains their attraction, but they are paid from after-tax profits and require the full annual ritual of accounts, audit where applicable, shareholders’ meeting and filing.

The remaining company-law risk on dividends concerns the minority shareholder and the systematic hoarding of profits. French courts sanction resolutions that place reserves first and the minority nowhere, year after year, without a genuine investment plan. The Court of Appeal of Poitiers, in its decision of 11 March 2025, docket number 24/00333, recalled the controlling precedent under which systematically adding operating profits to equity, where that accumulation had no effect on the investment policy of the business, constitutes an abuse of majority (Cass. com., 1 July 2003, no. 99-19328, as cited in the Poitiers decision). For a foreign founder who controls the French company and also holds the minority, or who manages a subsidiary with local minority partners, the message is symmetrical. Refusing every distribution for years while increasing personal remuneration invites an action for annulment of the resolutions and damages; voting a reasoned dividend policy with documented investment needs protects the resolutions. The SAS offers a useful instrument here, since its articles can organise differentiated classes of shares, priority dividends or a distribution calendar, all within the L232-12 lock. The SARL is more rigid but can still record a multi-year distribution policy in the minutes. Either way, the founder living abroad should treat the dividend meeting as the annual board meeting of a real company: convene properly with notice periods, record the computation of distributable sums from the approved balance sheet, vote the dividend per share with payment date and withholding details, file the accounts at the greffe within the statutory month, and keep the Kbis updated where the meeting changes the registered details. That discipline turns the dividend from a vulnerability into the founder’s best-documented income.

Conclusion

A foreign founder living abroad is paid lawfully by combining the right office with the right channel. The SAS presidency places the founder in the general scheme by assimilation, with payroll, pay slips and DSN returns; the SARL majority management places the founder among the self-employed, with TNS contributions on the L131-6 base and no pay slip. Monthly remuneration is deductible against the 25 percent corporate tax rate but carries the heaviest social charges and, for non-residents, the 182 A withholding on French-source earnings. Annual dividends carry no social charges, require approved accounts and distributable sums under L232-12, and bear the flat-rate levy for residents or the 119 bis and 187 withholding for founders living abroad, subject to treaty relief. The companies that pass controls share the same habits: a written remuneration decision, monthly or quarterly provisioning for URSSAF, one genuine shareholders’ meeting per year with a computed dividend, and filings at the greffe that match the bank transfers. Set that calendar in the first year and the French company becomes what it should be for a founder living abroad: a profitable vehicle that pays its founder on documented rails.