One of the most frequently asked questions by entrepreneurs concerns the choice of legal status for their company. Société Anonyme, Société par Actions, Responsabilité Limitée or Unipersonnelle are all terms used to designate legal forms, giving entrepreneurs a wide range of options to choose from. In our case, we'll be looking at SAS and SASU. Here, we'll look at the differences between these two forms, and see which one is best suited to your situation.
Simplified joint stock company
SAS definition: The SAS (Société par Actions Simplifiée), a long form of simplified joint-stock company, is an increasingly popular form of corporate structure for entrepreneurs. This status offers associates a high degree of operational flexibility, and gives them the possibility of arranging the conditions for entering and leaving the company.
What characterizes the simplified joint stock company is the great freedom afforded by the articles of association to restrict or increase the prerogatives of the Chairman. The legal status of the company can therefore be adapted as the partner sees fit.
Société par Actions Simplifiée Unipersonnelle (simplified one-person company)
SASU definition: The SASU, or Société par Actions Simplifiée Unipersonnelle, is a version of the SAS with a single shareholder. This is referred to as a single shareholder. It's a business form that can be adapted to a wide range of entrepreneurial profiles, and offers the advantage of being highly flexible because it's a single-member company. It can easily be adapted to your business needs, and its operating rules can be modified to suit the organization you wish to set up.
Whether SAS or SASU, the big difference lies in the number of associates! But that's not all!
Decision-making
There are also differences in terms of decision-making and company management. In a SASU, the sole shareholder has full powers. This means that he alone can take decisions, without having to consult all the partners. In the case of agreements signed by intermediaries or between the SASU and its Chairman, there is no need to produce minutes. What's more, if the sole shareholder is also the company's president, the accounts are approved when the annual financial statements and inventory are filed with the Registrar.
It is worth noting that the management report is not compulsory, provided that the company does not exceed sales of 2 million euros, a balance sheet total of 1 million euros or some twenty employees (or at least two of these three thresholds).
In both cases, you'll need to appoint a Chairman. Indeed, this is an obligation when setting up such a structure. So you need to decide whether you want to appoint a Chairman to delegate this function to an outsider, or whether you want to run your company.
Whether you're a SAS or SASU company, you also have the option of appointing one or more Managing Directors. Indeed, even in the case of a SASU, you can appoint several directors without their having the status of partners.
SAS and SASU are taxed identically
There are no tax differences between SAS and SASU. In both cases, companies are subject tocorporate income tax (IS) by default. However, you can opt to have your profits taxed asincome tax (IR).
However, this option is available for a maximum of 5 years for companies with fewer than 50 employees and annual sales or total assets of less than €10 million. In this case, profits are divided between the partners, who are then taxed on their respective shares.
As you can see, SAS and SASU offer the advantage of attractive tax treatment. That's why so many innovative companies opt for them.
As we have seen, there are very few differences between the two forms. What's more, the formalities for changing your status from SASU to SAS or vice versa are straightforward.
The choice of whether or not to join forces
The question that arises when it comes to choosing a company status concerns above all the number of partners the structure will have. Given the ease with which you can change your status between SAS and SASU, if you are the only partner in the structure, it would be wise to opt for the SASU. If you want to expand and open up your capital to other partners, you can easily change your status to SAS.
The SAS and SASU legal forms are not just twins, but both offer flexibility and simplicity. In the final analysis, your choice will depend mainly on your personal project and whether you want to go it alone or seize the opportunity to form a partnership.
Written by our expert Antoine Dubois
June 30, 2017
