What legal status should I choose before starting an online business?
Setting up a business today is very different from just a few years ago. Since 2023, it has been possible and compulsory to access the formalities for setting up a business online. This paperless approach facilitates the transmission of information, saves time and simplifies the whole process for entrepreneurs.
But before taking the various steps involved in setting up your online business, you need to choose the legal form of the company on which your business will be built.
While the formalities involved in setting up a business are simplified for auto-entrepreneurs, the same is far from true for those setting up a company. Between the numerous administrative formalities involved in registering a company, the deadlines imposed and the documents you need to enclose, setting up your business can be a time-consuming process.
That's why it's so important to choose the right legal status first, so that you can save time by only having to deal with the formalities involved in setting up your type of company. There are three main options, depending on your business and your project:
Micro-contractor status
There are several advantages to micro-enterprise, all of which are designed to make everyday life easier for a sole trader:
- lighter accounting,
- simplified taxation,
- reduced operating costs
- simplified calculation of social security contributions.
The main aim of the micro-enterprise scheme is to enable entrepreneurs to work alone, without having to rely on a team of accountants, payroll administrators or tax advisors.
However, this diet also has its drawbacks:
- the company is a sole proprietorship,
- sales are limited,
- contributions are flat-rate (they do not take actual expenses into account),
- forecasting a remuneration is impossible.
Sole proprietorship (EI) status
The sole proprietorship is a legal framework very often used by entrepreneurs, because it includes many advantages:
- simplicity of creation,
- no share capital required,
- unlimited sales,
- simplicity of operation,
- easier taxation.
Whether it's the simplified tax system, which eliminates the need for accounting obligations and allows basic VAT exemption, or the absence of a General Meeting and collegial decision-making on major issues, the Sole Proprietorship system is very appealing.
However, it does have its drawbacks:
- contractor's property liability, unless declared unseizable,
- high social security charges calculated on net income,
- transfer of business impossible,
- no deduction for the entrepreneur's remuneration.
Corporate status
The corporate form includes many different legal forms, each with its own advantages and disadvantages:
- SNC (general partnership),
- SARL (limited liability company),
- SAS (simplified joint-stock company),
- SASU (SAS with a single shareholder),
- SA (société anonyme).
While the public limited company is an extremely costly legal form, requiring a substantial amount of start-up capital and subject to extremely cumbersome formalities, the same cannot be said of other legal forms.
Generally speaking, they enable the legal personality of the company to be separated from that of the entrepreneur, and thus protect personal assets far more effectively than is the case with sole proprietorships or micro-businesses.
Joint ventures: SAS and SARL
SAS and SARL are the two legal forms to consider when several people want to form a partnership.
There are also differences in terms of the social security system for managers :
- For SARLs, the manager's social security status depends on his or her majority shareholding. If his shares exceed 50%, he is affiliated to the same social security scheme as the manager of a EURL. If his shares represent less than 50% of the capital, he is subject to the same social security regime as the president of an SAS.
- For SAS, the chairman's social security regime is identical to that of the sole shareholder of SASU.
Single-member companies: SASU and EURL
SASU and EURL are companies with a single shareholder. The EURL is the single-member form of the SARL, and the SASU is the single-member form of the SAS. If you're planning to set up a company or startup on your own, you'll need to choose between the EURL or SASU and their distinct legal form.
In general, it's the manager's social security system that will make the difference:
- In an EURL, the sole managing partner has the status of a non-salaried worker (TNS), affiliated to the Sécurité sociale des indépendants (ex-RSI). His or her monthly salary is subject to social security contributions at a rate of around 45%.
- In a SASU, the chairman benefits from the status of assimilated employee. This means that their monthly salary is subject to a high rate of social security contributions (around 75%). In return, the Chairman benefits from full social security coverage (with the exception of unemployment insurance).
Here is a table summarizing the points of divergence or commonality between the different legal forms.
Create your business on the Internet
Today, we all want things to happen quickly, because time is money, and time is better spent doing your job than wasting it on tedious red tape.
Setting up a business online is naturally simpler and quicker than physically visiting a Centre de Formalités des Entreprises (CFE).
In addition, since January 1, 2023, it has been compulsory for all entrepreneurs to use the the "one-stop shop" on the Internet for business start-up, modification and closure formalities. This dematerialized one-stop shop replaces the CFEs, which have been abolished. As indicated on the government website, the one-stop shop applies to all businesses, whatever their legal form or activity.
In any case, some of the formalities involved in setting up a business will have to be carried out online. That's why there are so many advantages to doing everything online.
In many professions, you can run your business directly from home, with just an Internet connection and the right hardware. The same applies to the tools you'll need to run your business. Whether it's your e-commerce store or the platform on which you sell your products or services, everything is available directly on the Internet, sometimes even free of charge.
But setting up your business online also allows you to call on all the necessary services and even delegate certain tasks to professionals:
- a chartered accountant or lawyer to draw up the articles of association,
- online banking for business accounts and share capital,
- professional indemnity insurance (or higher protection) to be taken out online,
-
create a window or e-commerce site, either by a web developer or yourself (ready-made site themes on many platforms such as WordPress, accessible to novices),
- online accounting and business management software, etc.
It's important to ensure that all the formalities involved in setting up a company are properly completed, so as not to create any legal, tax or governance loopholes for your business in the future.
You can also entrust domiciliation to a domiciliation company, whose services you can obtain on the Internet.
A subscription to a domiciliation company gives you a recognized address, in a well-known district for example, and the benefit of associated services offered by the chosen company, to efficiently meet your needs. It's the ideal alternative to renting commercial premises, or choosing your own home to domicile your business.
Domiciliation companies enable you to benefit from a prestigious head office address, in neighborhoods that are usually inaccessible.
Domiciliation companies also offer a wide range of services designed to outsource time-consuming tasks with little added value:
- daily mail management,
- telephone,
- legal and administrative assistance,
- meeting room rentals,
- etc.
These services can be chosen à la carte, according to your company's needs and budget. Thanks to SeDomicilier, you can obtain a certificate of domiciliation online in less than 5 minutes!
All your functions are then available in a personalized, secure virtual office. Business domiciliation allows you to lighten your day-to-day work load and really focus on high value-added missions: those that really make your project a success!
Declare and register your business on the one-stop shop
Although you can buy a domain name and create your website anywhere, anytime, for around €15 a year in hosting fees, you can't do without setting up a business.
First of all, you need to register your company online to obtain its Siren number (or Siret, APE code), and for companies, its intra-Community VAT number. This information will be supplied to you by the guichet unique via a Kbis extract as soon as your company is officially registered and on the market.
For trading companies, you won't be able to join any online sales platform without entering your intra-Community VAT number.
The stages of setting up a company are as follows:
- register your company with the guichet unique guichet unique des entreprises via the public services,
- Fill in the form corresponding to your activity,
- assemble the documents required to complete the company's incorporation file,
- forward this file for registration,
- publish a notice of creation in a Journal d'Annonces Légal (JAL) (companies only),
- apply for all authorizations if your activity is regulated (license, qualification or registration with professional bodies),
- take out compulsory civil liability insurance and, where applicable, membership of social organizations.
The parties involved will then send you proof of your company's registration on a document : Kbis extract. This makes your company's existence and legitimacy official, and gives you the information you'll need later: the Siren (and/or Siret) number, and the APE code.
Documents required for the registration file
Depending on the legal form of your company, the supporting documents required for your application may vary.
However, you must enclose the following documents:
-
Company name and address :
- Proof of address
- Certificate of publication of the creation notice in a legal gazette
- The original power of attorney if the file is not submitted by the manager
-
Manager(s) :
- Copy of ID
- Affidavit of non-conviction and certificate of parentage
- Marriage certificate or PACS if collaborating spouse
- Copy of the deed of appointment (if not designated in the articles of association)
-
Contributions and articles of association :
- Original copy of by-laws, dated and signed
- An auditor's report (if necessary)
- Certificate of deposit of funds
-
Statutory auditor (if applicable) :
- Letter of acceptance of appointment
- Proof of registration on the official list
-
Regulated activity :
- Diploma or title required (license, qualification, order, etc.)
- Copy of authorization to practice
-
Declaring beneficial owners :
- Corporate name: the company's official name
- Legal form (SARL, SAS, etc.) and unique identification number (Siren)
- Head office address: your company's official address
- Information on beneficial owners: name, surname, forenames, date and place of birth, nationality, address, date on which each became a beneficial owner, nature, extent and terms of control of each beneficial owner
Good to know: a beneficial owner is an individual who directly or indirectly owns more than 25% of the share capital . share capital or voting rights, or who exercises effective control over the company.
Online registration procedures for companies
The steps outlined above are general to all business creators. But if you want to set up a company, you'll need to take a few extra steps online before applying for registration on the one-stop shop.
Drafting the company's articles of association
Once you've chosen the legal form of your business, if it's a company, you'll need to draw up its articles of association. This document is crucial, as it organizes the life of your company.
The bylaws determine :
- rights and duties,
- the relationship between manager(s) and partner(s),
- the company's operations.
It is possible, but risky, to use generic model articles of association, as these are standardized and do not take into account the specific features of the activity in question. Unless you can find a model adapted to your company's legal form and your sector of activity, it's best to entrust the drafting of your articles of association to a specialist. draft your articles of association to a professional who will leave no technical point to chance.
Register your company's share capital
Nowadays, this formality is also possible without having to go to the bank. It's up to you whether you prefer a traditional bank or an online bank, in which case you can compare different banks on the Internet and opt for the best value for money.
Once you've chosen a bank, you'll need to open a business account. A business account is compulsory for companies, whereas sole traders and micro-entrepreneurs need only have an account dedicated to their business income, but it can be a conventional bank account (which is still cheaper).
You then deposit your company's share capital: each partner makes a simple transfer of the desired sum to the business account(the amount is free, except for SAs and SCAs, which must be at least 37,000 euros).
Once the funds have been received and verified, the bank will send you a certificate of deposit by e-mail and then by post. Once your company has been registered with the "guichet des formalités des entreprises", you can release this share capital.
Publish a registration notice in a Journal d'Annonces Légales (JAL)
By publishing a legal notice of your company's registration, you formalize the existence of your company and its main characteristics for third parties and the professional market. You must publish this notice in a legal gazette (Journal d'Annonces Légales or JAL).
To request publication of a registration notice via the Internet, contact an online press service (SPEL). You'll find a list of these service providers on the actulegales.fr website.
Once your ad has been published, you'll receive a certificate from the SPEL, which is essential for the next step in setting up a business online: registering your company with the online one-stop shop, via the public services.
Now that you've completed these three steps to setting up a company, you can apply for registration online at the "guichet unique" (one-stop shop), as we saw together above.
If your application is complete, your company will be registered in the National Business Register (RNE) and you will receive a K-Bis extract. That's it, you're officially on the market, and ready to work.
If your application is incomplete, you will receive a receipt from the "guichet unique" specifying the missing documents to be returned within 15 working days.
How much does it cost to set up an online business?
The cost of setting up your business varies according to the legal status you have chosen. In fact, the cost and steps involved in setting up a sole proprietorship are quick and easy, whereas a company is subject to more complex rules and therefore higher costs.
The cost of setting up a micro-enterprise (or auto entreprise)
Registering a micro-entrepreneur online is free of charge.
The cost of setting up a sole proprietorship (EI)
The cost of registering a sole proprietorship varies according to the business activity. Self-employed professionals and farmers can register their business online free of charge. On the other hand, a registration fee of €24.08 is charged for commercial activities, and €45 for handicrafts.
The cost of setting up a company
The costs of setting up a company are as follows:
- Drafting the articles of association: between €0 and €3,000 depending on the type of support chosen (drafting alone, online platform or lawyer);
- Online registration of share capital: approximately €70;
- Declaration of beneficial owners (if any): 21.41 ;
- Publication of a legal notice: between €121 and €453, depending on legal status and location;
- Registration fees for a commercial company: €37.45 (+ €15 for craft activities);
- Company registration fees: €66.88.
When planning your budget, don't forget that other costs will be added to the cost of setting up your business, such as accounting, insurance, registering your trademark with the INPI, or even a specific membership for the profession you practice.
How long does it take to set up a business online?
The time between the start of administrative formalities and receipt of your KBis extract varies from two weeks to several months, depending on the type of set-up you have chosen and the completeness of your file.
You must fill in the forms carefully and submit all supporting documents. If your application is rejected by the commercial court clerk's office, the entire registration process may be delayed.
In conclusion, setting up a business has never been easier than since the invention of the Internet. From registration to banking and accounting, not forgetting company domiciliation, all the services you need to start up and run a business are just a click away.
You'll find everything you and your business need online:
- the formalities to be completed,
- the one-stop shop for declaring your business,
- secure platforms for paying taxes and charges,
- A professional mailbox to communicate and invoice your customers,
- to obtain financing and bank loans,
- fund-raising and crowdfunding platforms,
- Entrepreneurship networks,
- platforms, networks and directories related to your business,
- enough to create or order a website to give visibility to your offer,
- business management tools,
- accounting software,
- data storage,
- domiciliation companies for your head office, etc.
Of course, this list is not exhaustive. You too can create and manage your business entirely online !
