FRANCE Law and Practice Contributed by: Bertrand Barrier, Anne Toupenay-Schueller and Cyril Deniaud, Jeantet
Minimum Capital Requirement France has long since abolished any minimum share capital requirement, particularly for a small limited liability company ( société à responsabilité limitée or SARL) and simplified joint-stock company ( société par actions simplifiée or SAS). Conversely, a minimum share capital requirement of EUR37,000 remains for a public limited company ( société anonyme or SA). 2.2 Type of Entity Entrepreneurs are generally advised to set up a simpli- fied joint stock company (SAS). The regime of the simplified joint stock company is based on the public limited company (SA), but enjoys almost complete freedom in its internal organisation. Indeed, it is largely the articles of association that set out the rules for the internal functioning of the compa- ny, with the law establishing only a few isolated rules. Entrepreneurs therefore have considerable freedom to establish the management and organisational con- ditions they desire and that are best suited to their situation, while taking into account the interests of Following this initial bootstrap phase, start-ups pro- gress to seed investment, which represents the first institutional round of financing. At this stage, the pri- mary players are venture capital funds specialising in early-stage investments and crowdfunding platforms, which have become increasingly popular for validating business concepts while raising capital. France boasts a robust venture capital ecosystem with over 450 active funds, creating a highly com- petitive environment for start-ups seeking investment. This intense competition among funds can work to the advantage of entrepreneurs, as investors compete to identify and back the most promising ventures. potential financial investors. 2.3 Early-Stage Financing The amounts raised can be substantial for the most promising start-ups. For instance, Poolside, a French unicorn founded in 2023 and specialising in AI-driven code generation, raised USD500 million in October 2024, enabling the company to accelerate the devel-
Concerning public M&A, the friendly takeover bid launched by Bridgepoint and General Atlantic over Esker illustrates private equity funds’ growing inter- est in French software publishers. Announced in September 2024, the transaction valued the French company specialised in document dematerialisation at approximately EUR1.62 billion. The deal was suc- cessfully completed in early 2025, resulting in Esker’s delisting in March 2025, after the consortium reached 92.93% of the company’s share capital. 2. Establishing a New Company, Early-Stage Financing and Venture Capital Financing of a New Technology Company 2.1 Establishing a New Company France has relatively attractive company law in Europe, characterised by great flexibility and increasing digi- talisation, which speeds up the formalities involved in setting up a company. This is why it is generally preferable to set up a company in France rather than in another jurisdiction. Establishing a New Company in France In France, establishing a new company involves two distinct steps, namely: (i) its incorporation; and (ii) its registration. Incorporation The incorporation of the company involves the drafting and signing of the articles of association by the part- ners or by a sole partner. The company exists as soon as the articles of association are signed, but does not have a legal personality. However, the partners may enter into legal acts on behalf of the company in for- mation, and these acts may be automatically taken over by the company upon its registration. Registration The registration of the company requires the filing of the signed articles of association and other formal documents with the clerk of the commercial court. From the date of filing, it takes between four and ten days for the company to be registered, depending on the commercial court involved.
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