A foreign founder may be appointed president of a French simplified joint-stock company, known in French as a soci\u00e9t\u00e9 par actions simplifi\u00e9e or SAS, without becoming an employee merely because the appointment is recorded on the company\u2019s Kbis. The difficult question is different: can the same person hold the corporate mandate and also have a genuine employment contract for technical work, with French payroll and a possible claim to unemployment protection? The answer depends on the work actually performed, the authority under which it is performed, the remuneration attached to each role and the evidence retained by the company.<\/p>\n
This distinction matters to founders who live in the United Kingdom, the United States, Canada, the United Arab Emirates, Singapore or another country while operating a French subsidiary. The president\u2019s mandate gives corporate authority. An employment contract requires a real job, a separate salary and a relationship of subordination. Social-security affiliation and tax residence add separate layers. A foreign bank account, foreign address or foreign parent company does not settle those questions. This guide focuses on the French SAS and its founder-president; it does not replace immigration advice for an individual moving to France, which belongs to a different desk. It explains how to test the employment contract, how to organise URSSAF payroll and the DSN, and how to prepare the file before a founder asks France Travail for benefits.<\/p>\n
The president is the statutory representative of the SAS. Article L. 227-6 of the French Commercial Code states: \u201cLa soci\u00e9t\u00e9 est repr\u00e9sent\u00e9e \u00e0 l’\u00e9gard des tiers par un pr\u00e9sident d\u00e9sign\u00e9 dans les conditions pr\u00e9vues par les statuts.\u201d The same provision adds that the president has extensive authority to act for the company within its corporate purpose, while restrictions written in the articles generally organise the relationship inside the company rather than allowing the company to deny a third party\u2019s reliance on the president\u2019s authority. The official provision is available in Article L. 227-6 of the Commercial Code on L\u00e9gifrance<\/a>.<\/p>\n This corporate rule does not itself make the president an employee. It also does not state that the president must have French nationality or reside in France. A founder can therefore be appointed from abroad, subject to the articles, any sector-specific rule, identity and filing formalities, and immigration or work-authorisation rules if the founder physically works in France. The corporate appointment and the right to enter or work in France are separate files. A founder who remains abroad should not describe every strategic decision as a French employment activity merely because the SAS has a French registered office. A founder who spends most working weeks in France should not rely on a foreign address as a substitute for a factual analysis.<\/p>\n The appointment should be supported by a clear corporate record. The articles or the shareholders\u2019 decision should identify the president, the duration of the mandate, the body authorised to set or change remuneration, the scope of any signing rules and the rules for reserved decisions. If the founder is also a shareholder, the record should distinguish voting rights, shareholder instructions and the president\u2019s statutory power. That distinction is useful when the same person later claims that some work was performed under a contract of employment rather than under the mandate.<\/p>\n The public registration file is important but limited. A Kbis is the official extract showing a company\u2019s registration information in the French Trade and Companies Register. The greffe is the registry office attached to the competent commercial court. The INPI Guichet unique is the online portal for company formation and modification formalities, and the RNE is the National Register of Businesses. A foreign president may need identity evidence, an address, a power of attorney and documents translated or formalised under the applicable rules. Those documents prove the appointment or the filing; they do not prove that the president has an employment contract, French tax residence or French social coverage.<\/p>\n The practical test begins with the founder\u2019s weekly calendar. Does the founder set strategy and bind the company as president? Does the founder also design software, lead a defined engineering project, perform technical sales work, manage a product function or carry out another job that can exist independently of the mandate? Who gives instructions for that work? Who checks it? Who can change the work plan or impose discipline? Which salary is paid for it? A contract whose only duties are \u201cmanage the company\u201d or \u201crepresent the company\u201d will usually describe the mandate rather than a separate employment position.<\/p>\n The corporate mandate also needs to be separated from any role in a foreign parent. If a United States or United Kingdom parent pays the founder under an advisory or management agreement, the French SAS president\u2019s work may be mixed with services for the parent. The group should identify the employer, the beneficiary of the work, the source of the instructions and the entity bearing the cost. A French payroll document cannot cure an agreement that does not match the operational reality. Conversely, an intercompany invoice cannot automatically remove French consequences from work done for the French SAS.<\/p>\n Article L. 311-2 of the Social Security Code uses a broad nationality and work formulation. It states that the persons concerned include \u201ctoutes les personnes quelle que soit leur nationalit\u00e9\u201d and covers people \u201csalari\u00e9es ou travaillant \u00e0 quelque titre ou en quelque lieu que ce soit\u201d. The full official text is available at Article L. 311-2 of the Social Security Code on L\u00e9gifrance<\/a>. The wording does not decide whether a founder has a valid employment contract, but it prevents nationality from being treated as the decisive answer to a French social-security question.<\/p>\n The president\u2019s social classification is also expressly addressed. Article L. 311-3, 23\u00b0 lists: \u201cLes pr\u00e9sidents et dirigeants des soci\u00e9t\u00e9s par actions simplifi\u00e9es et des soci\u00e9t\u00e9s d’exercice lib\u00e9ral par actions simplifi\u00e9es.\u201d The provision appears on Article L. 311-3 of the Social Security Code on L\u00e9gifrance<\/a>. This is the source of the commonly used description assimil\u00e9 salari\u00e9, meaning employee-equivalent for the general social-security regime. The description is not a universal employee status. It concerns the social-security regime attached to the mandate and does not automatically give the president the full rights of an employee, including unemployment insurance.<\/p>\n