Société Anonyme (France)
Société Anonyme ( French = anonymous company), since the company shares can be transferred as bearer shares like things by agreement and handover and the shareholders neither have to be entered in the commercial register nor even have to be known by name to the management of the company.
The SA is defined in the French Commercial Code , the Code de commerce in Chapter V, 2nd sub-item.
Important principles of the SA are:
- The shareholders are only liable up to the amount of their share contribution.
- The company must have at least seven shareholders when it is founded.
- The share capital must be fully paid up.
- The minimum capital is 37,000 euros; for public companies ( SA faisant appel public à l'épargne ) the minimum capital is 225,000 euros.
- The capital is not variable; a change in capital requires an amendment to the articles of association.
- At least one auditor ( Commissaire aux comptes ) must be appointed.
- In principle, shareholders can freely trade their shares.
In addition to the classic form of the SA with a board of directors ( conseil d'administration ), there is the option of appointing a supervisory board ( conseil de surveillance ) and a board of directors ( directoire ).
In addition to the Société anonyme, in France there is the Société par Actions Simplifiée (SAS / SAS) , which is a simplified joint-stock company that gives the shareholders more freedom of regulation within the framework of the articles of association .
The form of the company was officially regulated for the first time in the Commercial Code of 1807. Over time there have been some changes, including some liberalization. In May 1863, the minimum of seven shareholders, a minimum capital of 20 million francs and limited liability were introduced. Between 1807 and 1867 only 651 joint-stock companies were registered in France, as permission from the Council of State was still required to establish them.