Associate members of a SAS can inject various contributions into the social capital of the latter. Among them, some will contribute to the formation of the capital. Such is the case of contributions in kind. Foundation-company-ricard offers you an exhaustive file about the contributions in kind in an SAS.
What is the impact of the contribution in kind on SAS?
Un contribution in kind is in the form of a non-monetary good and does not match to a value in money. By way of comparison, we can mention thecash contribution.
This contribution can take the form of a personal property ou building. From a physical point of view, it can be tangible (equipment, furniture, etc.) or not tangible (software, patent, trademark, etc.). It is used to build up social capital, unlike contributions to industry.
In return for the contributions, each partner will obtain securities whose number and value depend on the SAS statutes.
What are the commitments from which an SAS benefits for contributions in kind?
Partners who bring property to their SAS must provide it with two types of guarantees:
- A hidden fault protection,
- And a protection against eviction.
The guarantee against latent defects allows the SAS to use the contribution in kind as planned. That against expulsion allows him to dispose of it peacefully.
Is it compulsory to use a contributions auditor for contributions in kind in SAS?
In principle, if the capital of a company includes contributions in kind, it is required to involve an expert. This is a commissioner of contributions whose function is control the price attributed to contributions.
It is the responsibility of the partners to appoint him. A unanimous decision of the future shareholders is required. In the event of default, the president of the commercial court is contacted, at the request of one or more subscribers.
Furthermore, an exception is provided. It concerns an exceptional situation where the partners can, unanimously, decide to happen of the contributions auditor:
- No contribution in kind does not exceed 30 000 € ;
- And the total of contributions in kind does not reach half of the capital.
If the partners of the SAS choose, despite the assessment made by the contributions auditor, to retain a different amount, they are jointly and severally liable for 5 years. Furthermore, if the partners overestimate a contribution in kind, this constitutes a criminal offense liable to penalties (5 years' imprisonment and a fine of €9).
What are the criteria for the transfer of contributions in kind to SAS?
Unlike financial contributions, the shares resulting from the contribution in kind must be fully paid up upon subscription.
Before the SAS is created, the contributing partner must keep the property concerned and guarantee its proper functioning.
Once registered in the Trade and Companies Register, the company can dispose of the goods provided by its partners.
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