SASU: Complete 2026 Guide for the Sole Shareholder

Setting up a business alone raises a recurring question: which legal form to choose among the sole proprietorship (entreprise individuelle), the micro-enterprise, the EURL and the SASU? For an entrepreneur who wants to separate clearly his or her personal assets from the business, to be paid a remuneration under the general social security scheme or to prepare for the future entry of investors, the single-shareholder simplified joint-stock company (SASU) often proves to be the most flexible solution. One still needs to master how it operates, its real cost and its pitfalls. This guide details the formation, the status of the officer, the taxation and the day-to-day management of a SASU, with the legal references up to date for 2026.

What is a SASU and who is it for

The SASU is the single-shareholder version of the simplified joint-stock company (SAS). It is governed by Articles L. 227-1 et seq. of the French Commercial Code. Article L. 227-1, paragraph 2, provides that where the company has only one person, that person is referred to as the "sole shareholder" (associé unique). All the rules applicable to the SAS apply to the SASU, subject to the adjustments linked to the presence of a single shareholder.

In practical terms, the SASU is a commercial company with legal personality. It has its own assets, distinct from those of the sole shareholder. This separation is its first benefit: the shareholder's liability is limited to the amount of his or her contributions, except in the case of mismanagement or a personal guarantee.

The typical profile of the sole shareholder

The SASU concerns two main profiles. First, the consultant, freelancer or service provider who wants to structure his or her business without the fragility of the sole proprietorship. Second, the project owner with strong growth potential who plans to raise funds or to welcome partners: the SASU then becomes a multi-shareholder SAS by a simple transfer or issue of shares, without any change of corporate form.

The sole shareholder may be an individual or a legal entity. A company may thus hold a subsidiary in the form of a 100% SASU, a common configuration in groups.

SASU or EURL: the structuring distinction

The most frequent comparison is between the SASU and the EURL (single-member limited liability company), the solo version of the SARL. The major difference lies in the social security status of the officer. The president of a SASU falls under the general social security scheme (treated as an employee), whereas the sole-shareholder manager of an EURL is a self-employed person (TNS) affiliated to the self-employed social security scheme. This difference drives differences in contributions, social protection and treatment of dividends, developed below. The criteria for choosing between the two forms, in particular tax and social security criteria, are compared in our guide on the choice between SASU and EURL.

Setting up a SASU: the formation steps

Setting up a SASU requires compliance with precise formalities. An error in drafting the articles of association or a missing document can delay registration by several weeks.

Drafting the articles of association

The articles of association are the founding instrument. The great contractual freedom of the SAS, laid down by Article L. 227-5 of the French Commercial Code (the articles of association set the conditions under which the company is managed), is both an asset and a risk. An asset, because the shareholder organises the governance as he or she sees fit. A risk, because poorly calibrated articles leave blind spots, for example on the terms for transferring shares or on the powers of the president.

The mandatory particulars include in particular the company name, the corporate purpose, the registered office, the term (99 years maximum), the amount of capital, the identity of the sole shareholder and that of the president. For a SASU, certain clauses specific to a plurality of shareholders (approval, pre-emption) have no immediate purpose, but it is prudent to anticipate them if an opening of the capital is contemplated.

Subscribing and depositing the share capital

No minimum capital is required: it may be set at a nominal euro. In practice, capital that is too low harms credibility with banks and suppliers, and limits start-up cash. The capital may consist of contributions in cash (sums of money) and contributions in kind (assets, a business as a going concern, equipment).

For cash contributions, at least half must be paid up on formation, the balance being payable within five years. The funds are deposited in a blocked account (bank or notary) which issues a certificate of deposit. Contributions in kind exceeding a certain threshold or representing more than half of the capital in principle require the involvement of a contribution auditor (commissaire aux apports), unless the sole shareholder decides otherwise within the legal limits.

Publishing the legal notice and filing the file

Once the articles of association are signed, the shareholder publishes a notice of formation in a medium authorised to receive legal notices in the département of the registered office. This notice states the essential characteristics of the company.

Since 1 January 2023, all formation formalities are carried out electronically through the one-stop shop for business formalities (guichet unique des formalités des entreprises) managed by the INPI (French national intellectual property institute). The file comprises the articles of association, the certificate of deposit of funds, the certificate of publication of the legal notice, proof of the registered office, the president's identity document and the declaration of beneficial owners. After review, the registry of the commercial court (greffe du tribunal de commerce) registers the company in the commercial and companies register (RCS) and issues the Kbis extract. The steps of formation, from drafting the articles to publishing the notice, are covered in our guide to company formation.

The declaration of beneficial owners

The sole shareholder must declare the beneficial owner of the company, that is to say the individual who holds, directly or indirectly, more than 25% of the capital or voting rights, or who exercises control. In a SASU held by an individual, the sole shareholder is generally himself or herself the beneficial owner. This obligation derives from the provisions of the French Monetary and Financial Code transposing the anti-money-laundering directives.

The status of the president of a SASU

The president is the mandatory management body of the SASU (Article L. 227-6 of the French Commercial Code). The president represents the company vis-à-vis third parties and has the broadest powers, within the limits of the corporate purpose. The sole shareholder may appoint himself or herself president, which is the most frequent case, or designate a third party.

An officer treated as an employee

A remunerated president falls under the general social security scheme. This is referred to as an officer treated as an employee (dirigeant assimilé salarié) (Article L. 311-3, 23° of the French Social Security Code): the president enjoys the same social protection as an employed manager (health insurance, basic and supplementary pension), with the notable exception of unemployment insurance. The president of a SASU does not contribute to unemployment insurance in respect of the office and cannot claim, on that basis, the return-to-work allowance (allocation d'aide au retour à l'emploi). However, since 1 January 2019 the president falls within the scope of the self-employed workers' allowance, reserved for exhaustively listed situations, in particular the compulsory liquidation (liquidation judiciaire) of the company (Articles L. 5424-24 and L. 5424-25 of the French Labour Code).

This affiliation to the general scheme has a cost. Social security contributions on the remuneration of an officer treated as an employee represent a markedly higher charge than that of a TNS for the same net amount received. In return, social protection, in particular the pension, is more extensive. This is one of the essential trade-offs in the choice between SASU and EURL.

No remuneration: a frequent option at the start

Nothing obliges the president to be paid. Many single-shareholder SASUs pay no remuneration in the first months, the officer living on other income or being paid later in dividends. Note, however: an unpaid president validates no pension quarter in respect of the office and, above all, has no independent health cover through this route. The possible retention of unemployment benefits (ARE) in the case of a business set up after a job loss presupposes precisely a nil or low remuneration, a point to be checked case by case with France Travail.

The distinction between the corporate office and a possible employment contract

The office of president is not an employment contract. Holding both a corporate office and an employment contract remains possible for distinct technical functions, but it is difficult to secure in a SASU: the existence of a relationship of subordination is hard to establish where the president is also the sole shareholder. In this configuration, the employment contract is in practice fragile and often requalified or set aside.

Taxation of the SASU

The tax regime determines where and how profits are taxed, and strongly conditions the officer's net profitability.

Corporate income tax by default

The SASU is in principle subject to corporate income tax (IS). Taxable profit bears a reduced rate of 15% on the portion below a certain ceiling for eligible companies (subject to conditions as to turnover and ownership of the capital), then the normal rate above that. The remuneration paid to the president is deductible from the company's result, which reduces the IS base.

The option for income tax

The SASU may opt, subject to conditions, for the income tax (IR) regime. This option is reserved for companies less than five years old, carrying on a mainly operational activity (industrial, commercial, craft, agricultural or professional), employing fewer than fifty employees, with turnover or total balance sheet below ten million euros, not listed and majority-owned by individuals. The option is valid for five financial years at most and is not renewable. It may prove relevant in a loss-making start-up phase, the losses then being deductible from the other income of the shareholder's tax household.

Treatment of dividends: the key advantage of the SASU

It is on dividends that the SASU stands out most clearly from the EURL. Dividends paid to the president and sole shareholder of a SASU are not subject to social security contributions. They fall by default under the single flat-rate levy (prélèvement forfaitaire unique, PFU), known as the flat tax: 12.8% in respect of income tax and 18.6% in respect of social levies since Law No. 2025-1403 of 30 December 2025 on social security financing for 2026, making 31.4% in total. The shareholder may, by global election, waive the PFU in favour of the progressive income tax scale, with a 40% allowance applied to the gross dividend.

Conversely, in an EURL subject to IS, the portion of dividends exceeding 10% of the share capital and of the sums in the current account is subject to the social security contributions of the TNS manager. This difference explains why an entrepreneur favouring remuneration by dividends often looks to the SASU. The trade-off between remuneration and dividends must nevertheless take account of social protection: being paid exclusively in dividends deprives the officer of pension rights.

VAT and the CFE

The SASU is in principle liable for VAT under the regime applicable to its activity and turnover (basic exemption, simplified regime or normal regime). It is also subject to the business property contribution (cotisation foncière des entreprises, CFE), generally due from the year following formation, with an exemption for the first calendar year of activity.

Day-to-day management and annual obligations

Formation is only one stage. The corporate life of the SASU imposes obligations, failure to comply with which engages the officer's liability.

Decisions of the sole shareholder

In a SASU, the sole shareholder exercises the powers normally vested in the body of shareholders. He or she takes decisions alone, but must record them in a register of decisions. The annual approval of the accounts is the typical example: it must take place within six months of the close of the financial year. The absence of formalities for these decisions weakens the company in the event of an inspection or a dispute.

Annual accounts and their filing

The SASU draws up annual accounts each year (balance sheet, income statement, notes) and files them with the registry of the commercial court. A sole shareholder who is an individual and also president benefits from a relaxation: approval of the accounts may result from the mere filing with the RCS within the prescribed period, which simplifies the formality.

The sole shareholder may request that the accounts not be made public (confidentiality option) where the company meets the definition of a small enterprise within the meaning of the French Commercial Code. This confidentiality protects sensitive information from competitors.

The statutory auditor

The appointment of a statutory auditor (commissaire aux comptes) is mandatory only if the SASU exceeds, at the close of a financial year, two of the following three thresholds: total balance sheet, turnover excluding tax and average number of employees, set by regulation. Most SASUs in the launch phase are not required to appoint one. Appointment also becomes mandatory where the SASU controls other companies in certain group configurations.

Keeping accrual accounts

Being subject to IS, the SASU keeps full accrual accounts, distinct from the cash-basis accounts of the micro-enterprise. The use of a chartered accountant (expert-comptable) is not legally mandatory but remains strongly advisable, as keeping the accounts and making the tax returns require real technical competence.

Advantages and limits of the SASU

The SASU combines several assets: liability limited to contributions, flexibility of the articles, social protection under the general scheme for the officer, exemption from social security contributions on dividends, and easy conversion into an SAS to welcome partners or raise funds. This adaptability makes it the preferred tool for ambitious projects.

Its limits lie first in the social cost of a remunerated officer, higher than that of a TNS, and in the absence of unemployment cover. The formalities of formation and management are heavier than those of the micro-enterprise. Finally, accounting costs and reporting obligations represent a fixed charge that very small businesses may find disproportionate.

The choice of form therefore depends less on an abstract superiority of the SASU than on the consistency between the project, the intended method of remuneration and the development path. Where the chosen form no longer matches the project, the procedure and tax implications of a conversion of a SASU into an EURL are set out in our dedicated article.

Conclusion

The SASU is not the universal solution that some promotional discourse suggests, but it is rarely a bad choice for those who want to separate their assets, build solid social protection and keep the door open to future growth. Its decisive advantage lies in the treatment of dividends, exempt from social security contributions, combined with the president's status as an employee-equivalent. Its main constraint, the social cost of remunerating the officer, must be anticipated from the forecast stage.

Before any registration, the trade-off between SASU and EURL deserves a quantified simulation taking into account the targeted net remuneration, the expected dividends and pension rights. Have the drafting of your articles of association and your remuneration strategy validated by a French lawyer (avocat) or a chartered accountant (expert-comptable): a euro invested in advice at formation avoids costly rectifications, in particular tax rectifications, in the following financial years.

Frequently asked questions

What minimum capital is needed to set up a SASU?

No minimum capital is legally required: a SASU may be formed with a nominal euro. In practice, capital that is too low harms credibility with banks and partners and deprives the company of start-up cash. For cash contributions, at least half must be paid up on formation, the balance within five years.

Can the president of a SASU receive unemployment benefit?

The president of a SASU is treated as an employee but does not contribute to unemployment insurance: the office does not give entitlement to the return-to-work allowance (ARE). The president may only claim, in the cases exhaustively provided for by law, in particular the compulsory liquidation of the company, the self-employed workers' allowance (Articles L. 5424-24 and L. 5424-25 of the French Labour Code). On the other hand, a founder who was receiving the ARE before formation may, subject to conditions, retain all or part of the benefits if he or she takes no (or little) remuneration. This point must be validated individually with France Travail.

SASU or EURL: which to choose?

The SASU places the officer under the general scheme (treated as an employee), with better social protection but higher contributions, and exempts dividends from social security contributions. The EURL falls under the self-employed scheme, which is less costly, but subjects to contributions the portion of dividends exceeding 10% of the capital and current accounts. The choice depends on the preferred method of remuneration and the level of social cover sought.

Are the dividends of a SASU subject to social security contributions?

No. Unlike the majority manager of a SARL or the manager of an EURL, the president and sole shareholder of a SASU pays no social security contributions on dividends. They bear the single flat-rate levy of 31.4% (12.8% income tax and 18.6% social levies), unless the progressive scale with a 40% allowance is elected.

How long does it take to set up a SASU?

Once the articles of association are drafted and the capital deposited, registration through the INPI one-stop shop generally takes from a few days to a few weeks depending on the registry's workload and the completeness of the file. Timescales lengthen in the event of a missing document or a request for rectification. Anticipating the drafting of the articles is the best way to shorten the process.

Must a SASU have a statutory auditor?

No, unless two of the three regulatory thresholds (total balance sheet, turnover and average number of employees) are exceeded at the close of a financial year, or in a configuration of control of other companies. The majority of SASUs in the launch phase are not subject to this requirement and may operate without a statutory auditor.

Can a SASU be converted into an SAS to welcome a shareholder?

Yes, and this is one of the great strengths of the form. The entry of a new shareholder, by transfer of shares or capital increase, switches the SASU into a multi-shareholder SAS without any change of corporate form or the creation of a new structure. The articles simply need to be adapted, in particular the approval and governance clauses, to organise the relations between shareholders.