To constitute a commercial enterprise, each partner must perform a payment in social capital. Depending on the legal type of organization, specific rules and formalities must be followed.
The benefits brought by the different types of commercial companies
All types of commercial companies (SARL, SAS, SA and SNC among others) allow the establishment of two forms of contribution in social capital: contributions in cash and contributions in kind.
Nevertheless, depending on the type of company, specific rules must be respected to make these contributions of share capital.
Rules governing the contributions of a type of commercial company
Cash contributions in SAS and SA
Funds from subscribers in cash must be deposited, within 8 days of receipt, in a blocked account opened with a bank, a notary, the deposit and consignment fund, or an investment company. empowered investment. A list of subscribers must be sent on this occasion.
In the event of the constitution of an SAS or an SA, the cash contributions must be paid up for at least half of their amount upon subscription, the remainder being able to be paid up in one or more installments within 5 years following registration.
In the event of a contribution in kind to the capital of an SAS or an SA, the appointment of a commissioner of contributions is mandatory (except in the case of SAS for which no contribution in kind has a value greater than 30 euros and for which the contribution in kind does not represent more than half of the share capital). THE SAS statutes or SA must specify, for each contribution in kind made: the valuation, the identity of the contributor and the number of shares given in consideration.
For more info: the contributions of the partners in SAS.
Share capital contributions in SARLs
Funds from subscribers in currency must be deposited, within 8 days of their receipt, in a blocked account opened with a bank, a notary, the deposit and consignment fund, or an investment company. empowered investment.
In the event of the constitution of an LLC, the contributions in cash must be paid up for at least one fifth of their amount upon subscription, the remainder being able to be paid up in one or more installments within 5 years of registration.
The statutes of the SARL must indicate the particulars relating to the deposit of funds related to cash contributions.
In the event of a contribution in kind to the capital of a SARL, the appointment of a contribution auditor is mandatory. The partners may, however, decide not to appoint a contribution auditor when the following two conditions are met:
- none of the contributions has a value greater than 30 euros,
- and the total amount of contributions in kind does not represent more than half of the share capital.
The statutes of the LLC must contain the valuation of each contribution in kind made.
For more info: the contributions of the partners in SARL.
Tax rebates on capital contributions
Partners who contribute funds when setting up a commercial enterprise can benefit from tax reductions, both for income tax (IR) and wealth tax (ISF). The implementation of these devices is however subject to certain conditions.
To know more :
- Income tax rebate for subscribing to the capital of an SME
- Wealth tax rebate for capital contributions of an SME
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