France Branch Office
A foreign company that wishes to establish a business in France can register as a branch, of the foreign company.
- The branch needs to present annual accounts to the Commercial Court in the same way as a normal company.
- The branch needs to legalise its books of account in the same way as the company incorporated abroad
- The parent company is fully liable for the liabilities of the branch
- The branches representatives may be held jointly and severely liable for tax debts
- Financial statements of the parent must be lodged at the Companies Registry
- The branches obligations are the same as the parent, including filing VAT returns, employees returns and corporation tax returns, so there are few savings in administering a branch
- Banks and clients may prefer dealing with a French company rather than a foreign branch
- A branch is rarely ideal for substantial projects because the parent company runs the entire risk
- Upon registration of a branch, evidence has to be provided of the legal existence of the parent
- Any public act by the branch, is likely to need ratification by the board of the foreign parent. A company that signs contracts in front of a notary on a regular basis, should incorporate for administrative ease
- The Gérant is required to validate any acts with the directors of the foreign company, such as buying property, because a French notary will always be uncertain of the gérant’s mandate.
Requirements for registering a branch in France
- A registered address in France is mandatory. Evidence of which must be supplied in form of a lease or certificate from an authorised landlord.
- Parent companies must designate a representative for the branch office, who is responsible for over-seeing any duties carried out there.
- A representative of the parent company in its country of incorporation will need to be specified in the French company registry
- Needs a good standing certificate with the statutes translated into French
- A certified translation, in French, of the Certificate of incorporation.
- A certified translation, in French, of the Memorandum and Articles of Association of the parent company
- Needs the Act of the Company (with Directors) naming a representative in France
- The statutes need to be legalised
- A document, such as a rates bill, stating that the company has the right to use the premises intended.
From a tax and labour law perspective, the French branch office will have the status of an establishment in France and accordingly obtain its own VAT and SIRET (French registration code for businesses) numbers.
Documents required to register a branch
- Certified translation, in French, of the Certificate of incorporation.and the Memorandum and Articles of Association of the parent company (two originals and two translated into French by a court-approved translator)
- Proof of address
- Certificate of good standing from the foreign company register
- Documents relating to the person empowered to act on behalf of the company - including declaration to the prefecture or commercial residence permit as appropriate
IMMATRICULATION SOCIETE - BRANCH INCORPORATION
- Constitution du dossier juridique en langue française, en lien avec la maison-mère
Preparing the incorporation file in french, with the parent company
- Emission des PV d’Assemblée de la maison-mère (anglais/français)
Drafting of relevant Minutes in french
Concernant / Ref
*la constitution de la Succursale - the Branch details
*la nomination du représentant légal - appointing the french legal director
- Démarches auprès / Coordinating the incorporation with
du CFE du Tribunal de Commerce - Incorporation Office
du Greffe du Tribunal de Commerce / Chambre des Métiers - French registrars
du Centre des Impôts Tax Office
- Obtention des documents et données clées : KBIS, n° de TVA française,définition du code APE et n°
de Convention Collective applicable.
Getting & setting up Key datas : INSEE Certificate, SIREN, SIRET, APE code, CCN, VAT Number.
Délai : 3 semaines minimum à partir de l’envoi au CFE du dossier complet
Delay : about 3 weeks from the sending of the complete file