SASU: Complete guide to the legal status

The SASU (Société par Actions Simplifiée Unipersonnelle, a single-shareholder simplified joint stock company) is today one of the legal forms most favoured by entrepreneurs wishing to set up a business on their own. This hybrid legal status combines the operational flexibility of a commercial company with the advantages of limited liability, while allowing great freedom in the organisation of powers. Unlike the EURL (single-member limited liability company), which imposes a strict regulatory framework, the SASU allows the sole shareholder to define the governance rules freely in the articles of association. This flexibility explains why many business founders, from freelancers to future managers of small and medium-sized businesses, opt for this status. This guide sets out the legal mechanisms of the SASU, its advantages and constraints, and the practical steps for its creation and operation.

Definition and legal characteristics of the SASU

The SASU is a single-shareholder variant of the SAS (simplified joint stock company), governed by Articles L. 227-1 et seq. of the French Commercial Code. This corporate form is characterised by the presence of a sole shareholder, an individual or a legal entity, who holds the entire share capital.

Legal structure and liability

The sole shareholder of the SASU benefits from the principle of liability limited to their contributions. This protection of personal assets means that their personal property remains beyond the reach of the company's creditors, except in cases of established management misconduct or a personal guarantee. The assets of the SASU form a legal entity distinct from those of its shareholder, creating a clear separation between the professional and personal spheres.

The company has legal personality from its registration with the Trade and Companies Register (RCS). This legal personality gives it the capacity to contract, to sue and be sued, and to hold assets of its own. The sole shareholder acts as a corporate officer when taking decisions in the name of the company.

Share capital and contributions

The French Commercial Code imposes no minimum share capital to create a SASU. A symbolic one euro is theoretically sufficient, although a more substantial capital strengthens the company's economic credibility. Contributions may take three distinct forms under Article L. 225-3 of the French Commercial Code:

Cash contributions are sums of money paid in by the sole shareholder. These funds must be deposited in a blocked account with a bank, a notary or the Caisse des Dépôts et Consignations before registration. Payment may be made in instalments: at least half of the capital on incorporation, the balance within the following five years.

Contributions in kind concern any asset other than money: computer equipment, a business vehicle, a business as a going concern (fonds de commerce), patents, trademarks. These contributions require a valuation by a contributions auditor (commissaire aux apports) appointed unanimously by the shareholders or, failing that, by order of the president of the commercial court. This valuation guarantees the accuracy of the value attributed to the assets contributed.

Contributions of services (apports en industrie), provided for by Article L. 227-1 of the French Commercial Code, allow a shareholder to contribute know-how, technical knowledge or a client base. These contributions do not count towards the formation of the share capital but give entitlement to specific shares. The valuation of these contributions must also be the subject of a report by the contributions auditor.

Governance and organisation of powers

The SASU offers exceptional freedom in its articles in the organisation of its management and supervisory bodies. This flexibility is one of the main advantages of this legal status compared with other corporate forms.

Management of the company

Article L. 227-6 of the French Commercial Code provides that the SASU is represented by a president, an individual or a legal entity. This manager holds the broadest powers to act in the name of the company within the limits of the corporate purpose. The articles may, however, limit the president's powers in dealings with the sole shareholder, without those limitations being enforceable against third parties.

The president may be the sole shareholder personally or an outside person. This separation between ownership of the capital and operational management makes it possible to attract experienced managers while retaining control of the capital. The articles freely define the conditions of appointment, removal and remuneration of the president.

The SASU may also appoint one or more managing directors to assist the president in their duties. These managers have the same powers as the president towards third parties, within the limits of any restrictions in the articles. This two-headed organisation is particularly suited to projects requiring complementary skills.

Control and supervision

The SASU is required to appoint a statutory auditor only if, at the close of a financial year, it exceeds two of the following three thresholds: €5 million of balance sheet total, €10 million of turnover excluding tax, 50 employees on average (Article L. 227-9-1 and Articles D. 227-1 and D. 221-5 of the French Commercial Code, thresholds applicable to financial years beginning on or after 1 January 2024).

The articles may nonetheless provide for the voluntary appointment of a statutory auditor to strengthen the company's financial credibility with banking partners or investors. This voluntary step reflects exemplary governance.

The sole shareholder exercises permanent control over the management of the company. They may request disclosure of all corporate documents, question the president on the course of business, and commission management audits (expertises de gestion) if necessary. This direct supervision compensates for the absence of collegiate control mechanisms.

Tax regime of the SASU

The tax regime of the SASU has specific features that directly affect the profitability of the business and the optimisation of the manager's remuneration.

Taxation of profits

By default, the SASU is subject to corporation tax (IS) at the standard rate of 25%. A reduced rate of 15% applies up to €42,500 of taxable profit per twelve-month period, where turnover does not exceed €10 million and the capital, fully paid up, is held continuously as to at least 75% by individuals (Article 219 of the French General Tax Code).

This corporation tax treatment allows tax optimisation by spreading remuneration over time. The sole shareholder may choose to leave profits in the company and distribute them later as dividends, depending on their personal cash needs and tax situation.

The SASU may also opt for the partnership tax regime where it was created less than five years ago; the option applies for a period of five financial years (Article 239 bis AB of the French General Tax Code). This option results in tax transparency: profits are taxed directly in the name of the sole shareholder as industrial and commercial profits (BIC) or non-commercial profits (BNC) depending on the activity.

VAT regime

The SASU follows the general VAT rules according to its turnover. In 2026, the basic exemption applies where the previous year's turnover does not exceed €85,000 for sales and accommodation activities and €37,500 for services, the exemption being lost during the year above €93,500 and €41,250. Above those figures, the company becomes liable for VAT and must make periodic returns.

Opting for the standard VAT regime (régime réel) may be advantageous even below the thresholds, in particular to recover VAT on initial investments or overheads. This strategic decision depends on the sector of activity and the intended clientele.

Taxation of distributions

Dividends distributed by the SASU are subject to a specific tax regime. A sole shareholder who is an individual may choose between two methods of taxation: the single flat-rate levy (PFU) of 31.4% (12.8% income tax and 18.6% social levies) or, by option, taxation at the progressive scale after a 40% allowance, the social levies remaining due.

This dual option allows the taxation to be adapted to the sole shareholder's marginal tax rate. The progressive scale, despite the 40% allowance, is in principle more favourable than the PFU only for taxpayers whose marginal tax rate is low; the option, which is global, is assessed in light of all the household's investment income.

Social status of the manager

The president of a SASU falls under the general social security regime as a person treated as an employee (assimilé salarié), unlike the majority manager of an EURL, who depends on the self-employed workers' regime. This affiliation offers substantial advantages in terms of social protection.

Extended social protection

The president of a SASU falls under the general social security regime (Article L. 311-3, 23°, of the French Social Security Code). They benefit from health and maternity insurance, disability and death insurance and basic and supplementary old-age insurance. They do not contribute to unemployment insurance and do not benefit from it by virtue of their corporate office alone.

Social contributions amount to approximately 65 to 70% of the gross remuneration paid (employer and employee contributions combined). This high rate is offset by better social cover and the possibility of negotiating supplementary insurance contracts on advantageous terms.

Optimising remuneration

The combination of salary and dividends makes it possible to optimise the overall social charge. The manager may pay themselves a moderate salary to validate their pension quarters and supplement their remuneration with dividends, which bear no social contributions but remain subject to income tax and to social levies of 18.6%.

Steps in creating a SASU

Creating a SASU follows a structured process in several mandatory stages, from the drafting of the articles of association to registration with the RCS. The characteristics of the SASU and the stages of its incorporation are also covered in summary form in our practical guide to the SASU.

Drafting the articles of association

The articles of association are the founding instrument of the SASU and determine how it operates. These documents must state the company name, the corporate purpose, the registered office, the term of the company (maximum 99 years), the amount of the share capital and the rules of operation of the corporate bodies.

Drafting the articles requires particular attention because they define the governance rules for the whole life of the company. The clauses on the president's powers, the decision-making arrangements, the conditions for the transfer of shares and approval clauses must be tailored to the business project.

The corporate purpose deserves a broad wording to avoid any future limitation of the activity. An overly restrictive wording could force an amendment of the articles as the business develops, generating additional costs and delays.

Valuation of contributions and deposit of the capital

Contributions in kind are the subject of a report by the contributions auditor certifying their value. This professional, generally an accountant or a statutory auditor, bears liability for the valuation carried out. The cost of this engagement varies according to the complexity of the assets contributed, generally between €1,000 and €3,000.

The cash capital must be deposited before the articles are signed. The bank, the notary or the Caisse des Dépôts et Consignations issues a deposit certificate that is indispensable for the registration formalities. The funds remain blocked until proof of the company's registration is provided.

Registration formalities

The registration file comprises the signed and initialled articles of association, the certificate of deposit of the funds, the president's declaration of non-conviction, the certificate of publication in a legal notices newspaper, and form M0 duly completed.

These formalities are now carried out exclusively online via the electronic one-stop shop of the INPI (French National Institute of Industrial Property). This digitalisation simplifies the procedures and speeds up processing times, generally between 3 and 7 working days.

Registration with the RCS triggers the allocation of a SIREN number and an APE code by INSEE. These identifiers make it possible to carry out all subsequent administrative steps: opening a business bank account, tax and social security returns, dealings with public authorities.

Day-to-day operation of the SASU

The operational running of the SASU involves compliance with accounting, tax and social obligations specific to this legal status.

Accounting and administrative obligations

The SASU must keep full accounts in accordance with the principles of the General Accounting Plan (Plan Comptable Général). This obligation involves the chronological recording of all transactions and the keeping of a journal, a general ledger and an inventory book. Supporting documents must be kept for ten years.

The annual accounts (balance sheet, income statement, notes) are prepared within six months of the close of the financial year. These documents are approved by the sole shareholder, who also decides on the allocation of the result. The minutes of this ordinary general meeting must be filed with the registry of the commercial court.

Companies exceeding certain thresholds must publish their annual accounts in the Official Bulletin of Civil and Commercial Announcements (BODACC). This transparency obligation gives third parties access to the company's basic financial information.

Decision-making

The sole shareholder holds all the powers of the general meeting of shareholders. They may take all the decisions within the competence of meetings in multi-shareholder companies: amendment of the articles, increase or reduction of capital, merger, demerger, dissolution.

These decisions are recorded in minutes signed by the sole shareholder or the president depending on the nature of the decision. Certain amendments (change of corporate purpose, name or registered office) must be the subject of publicity formalities with the registry and in a legal notices newspaper.

The decision-making flexibility of the SASU facilitates rapid adaptation to market developments. The absence of collegiate decision-making mechanisms allows optimal responsiveness, particularly valued in innovative or cyclical sectors.

Development and transfer

The SASU facilitates the admission of new shareholders by conversion into a multi-shareholder SAS. This development takes place by a simple amendment of the articles without dissolution and re-formation. Shares may be freely transferred unless approval clauses are provided for in the articles. The operation of the SAS with several shareholders and its comparison with the SARL (limited liability company) are set out in our guide to choosing between SAS and SARL.

The transfer of the SASU may be organised by sale of shares, gift or succession. Capital gains on disposal benefit from a specific tax regime with an allowance for length of ownership. This flexibility of transfer is a significant advantage for the valuation and continuity of the business.

Advantages and drawbacks of the SASU

A comparative analysis of the benefits and constraints of the SASU helps to inform the choice of the optimal legal status according to the entrepreneur's profile and the nature of the project.

Main advantages

Limited liability protects the entrepreneur's personal assets against business risks. This legal security encourages investment and entrepreneurial risk-taking without endangering family assets.

Flexibility in the articles makes it possible to adapt the organisation of the company to the specific needs of the project. The clauses on the allocation of powers, the organisation of governance and the protection of interests can be finely calibrated according to the objectives pursued.

The advantageous social status of the manager treated as an employee offers quality social protection and facilitates access to mortgage credit. Financial institutions generally appreciate this more secure status than that of a self-employed worker.

Tax optimisation through the combination of salary and dividends makes it possible to reduce the overall tax burden while maintaining appropriate social cover. This flexibility is particularly attractive for middle and high incomes.

Constraints and limits

The cost of creation is higher than for a sole proprietorship or a micro-enterprise. The costs of drafting the articles, registration and the contributions auditor represent an initial investment of €1,500 to €3,000 depending on the complexity of the project.

The accounting obligations impose administrative rigour and regular running costs. Outsourcing the accounting generally costs €1,500 to €4,000 per year depending on the volume of activity.

The high social charges of the manager treated as an employee reduce net remuneration compared with the status of auto-entrepreneur or majority manager of an EURL. This difference narrows, however, as turnover increases.

Comparison with other statuses

The SASU is positioned in a competitive ecosystem of legal forms, each offering specific advantages depending on the entrepreneurial profile.

SASU versus EURL

The EURL (Entreprise Unipersonnelle à Responsabilité Limitée) shares with the SASU the advantage of limited liability but differs from it in a more rigid legal framework. The majority manager of an EURL falls under the self-employed workers' social regime, generating lower social charges but reduced social protection. The criteria for choosing between the two single-member forms, in particular tax and social criteria, are developed in our article comparing the SASU and the EURL.

The EURL is better suited to high value-added service activities requiring little investment, whereas the SASU suits ambitious projects requiring enhanced credibility and the capacity to evolve.

SASU versus micro-enterprise

The micro-enterprise appeals through its administrative and tax simplicity but strongly limits development possibilities. The turnover thresholds of the micro-tax regime applicable in 2026 (€203,100 for the sale of goods and accommodation, €83,600 for services) constrain growth.

The SASU requires a higher initial investment but offers unlimited prospects for development and better tax optimisation beyond a certain level of activity, generally around €50,000 to €70,000 of annual profit.

Frequently asked questions

Can a SASU be created with share capital of one euro?

Legally, yes. Article L. 227-1 of the French Commercial Code imposes no minimum capital. However, a symbolic capital harms commercial and banking credibility. A capital of €1,000 to €10,000 depending on the activity is generally a good compromise between financial commitment and an image of seriousness.

Can the president of a SASU hold a corporate office and an employment contract at the same time?

No, holding a corporate office and an employment contract at the same time is not possible in a single-shareholder SASU according to the settled case law of the Cour de cassation. The sole shareholder cannot be at once employer and employee of their own company. This rule differs from the multi-shareholder SAS, where holding both remains possible under strict conditions.

When must a statutory auditor be appointed in a SASU?

The obligation arises when the company exceeds, at the close of a financial year, two of the following three thresholds: €5 million of balance sheet total, €10 million of turnover excluding tax, 50 employees on average (Articles L. 227-9-1, D. 227-1 and D. 221-5 of the French Commercial Code). The appointment may also be voluntary in order to reassure financial partners.

How is a SASU converted into a multi-shareholder SAS?

The conversion is carried out by amending the articles when the second shareholder is admitted. This operation requires minutes of a decision of the sole shareholder, an update of the articles and the filing of an amendment file with the registry. No dissolution and re-formation is required.

Can a SASU opt for income tax?

Yes, if it was created less than five years ago and for a period of five financial years, subject to meeting the conditions of Article 239 bis AB of the French General Tax Code: carrying on mainly an industrial, commercial, craft, agricultural or professional activity, employing fewer than 50 employees, having annual turnover or a balance sheet total below €10 million, and having capital held at least 50% by individuals and at least 34% by the managers and members of their tax household.

What are the formalities for dissolving a SASU?

Dissolution requires a decision of the sole shareholder recorded in minutes, the appointment of a liquidator (generally the president), the publication of a notice in a legal notices newspaper, and removal from the RCS after the liabilities have been cleared. The procedure generally takes 3 to 6 months depending on the complexity of the liquidation operations.

Can a holding SASU be created to hold shareholdings?

Absolutely. The SASU is a suitable legal vehicle for structuring asset-holding or operating holding companies. It may hold shareholdings in other companies, benefit from the parent-company regime for dividends received, and optimise the transfer of business assets. This structure is particularly suited to entrepreneurs wishing to develop a group of companies.

The SASU is established as a benchmark legal status for demanding entrepreneurs wishing to combine protection of personal assets, management flexibility and tax optimisation. Its ability to adapt to the development of the business and the quality of the manager's social protection justify the initial investment required. Before making this structuring choice, assess your medium-term objectives precisely and consult a legal adviser to adapt the articles to your specific project.