Statutory Auditor Thresholds 2026: When to Appoint a CAC

Quick answer. In 2026, a French commercial company must appoint a statutory auditor (commissaire aux comptes, CAC) once it exceeds two of three thresholds: 5 million euros in total assets, 10 million euros in net turnover and 50 employees. These thresholds, raised by Decree no. 2024-152 of 28 February 2024, apply to financial years opened from 1 January 2024.

The question comes up at every year-end in growing businesses: must we appoint a statutory auditor, or not? This is not a matter of opinion, it is a legal rule. And that rule changed substantially with the 2019 PACTE law, then with the threshold increase introduced in 2024.

Two misconceptions persist. First: a French SA always has a statutory auditor. That has been false since the PACTE law. Second: the thresholds have not moved. Also false: Decree no. 2024-152 of 28 February 2024 raised them by roughly 25 percent to account for inflation and to transpose EU Directive 2023/2775 of 17 October 2023.

Crossing a threshold is not neutral. It triggers a legal obligation, a recurring cost and a formal appointment procedure. Anticipating the trajectory of your accounts avoids discovering the obligation after the fact, when approving the financial statements. This is exactly what we track within our statutory audit and auditor engagement service.

The principle is common to most commercial companies (SAS, SARL, SA, SNC, SCA). Appointing a statutory auditor becomes mandatory once the company exceeds, at year-end, two of the three following thresholds.

Three points deserve attention. First, you must exceed two of the three criteria, not just one: a company with 12 million in turnover but a 3 million balance sheet and 20 employees is not required to appoint a CAC. Second, the thresholds are assessed at year-end. Third, they are identical regardless of legal form: SAS and SARL fall under the same figures.

A useful reminder for SAs: since the PACTE law, an SA is no longer required to appoint a statutory auditor purely because of its form. Article L225-218 of the Commercial Code now refers to the same size thresholds as other companies. Many directors are still unaware of this.

Yes, and this is where the most underestimated risk lies. A company may be below the thresholds on a standalone basis, yet fall under the obligation because it belongs to a group.

Two mechanisms coexist.

1. The parent company (group head) that controls one or more other companies must appoint a statutory auditor once the group it forms with its subsidiaries exceeds two of the three thresholds of 5 million euros in assets, 10 million euros in turnover and 50 employees.
2. The controlled company (subsidiary) is subject to reduced thresholds, set at 2.5 million euros in assets, 5 million euros in turnover and 25 employees (two of three).

In practice, a holding company sitting on top of several property or operating companies may fall into the obligation even though each entity, taken alone, remains modest. If you are structuring a holding, this point should be addressed at incorporation, as we detail in our guide to statutory audit and auditor engagements.

Yes. Crossing the thresholds is not the only gateway to a statutory auditor. Several cases require or allow an appointment regardless of size.

• Request by minority shareholders. In an SAS, one or more shareholders representing at least one tenth of the capital can request the appointment of a statutory auditor in court (Article L227-9-1 of the Commercial Code).
• Reasoned request by one third of the capital. Shareholders representing at least one third of the capital can require the appointment for a three-year term, by request addressed to the company.
• Articles or shareholders' agreement. The articles of association or a shareholders' agreement may provide for a voluntary appointment, for example when an investor enters.
• Sector-specific rules. Some structures fall under their own obligations: associations receiving grants or donations above certain amounts, social and economic committees, political parties and candidates.

We support these situations in very diverse contexts, from auditor engagements for healthcare centres to the review of campaign accounts.

Crossing the thresholds triggers a procedure and a timeline. Here are the steps we follow with our clients.

1. Confirm the crossing at year-end, based on the annual accounts (balance sheet, income statement, average headcount).
2. Check the timing: the obligation is assessed on the closed year; the appointment must be made for the relevant year.
3. Choose the statutory auditor registered with the national auditors' body (Compagnie nationale des commissaires aux comptes).
4. Appoint the CAC in a general meeting (or by collective shareholder decision), for a six-year term in a standard engagement.
5. Complete the formalities: filing with the commercial court registry and entry in the trade and companies register.
6. Set up the first engagement: client understanding, audit planning, engagement letter.

Failing to comply exposes the company and its directors to sanctions and weakens the validity of corporate decisions. Banks, investors and the authorities pay close attention to this.

Several configurations call for separate treatment.

• The ALPE mission (audit of small enterprises). Provided by Article L823-12-1 of the Commercial Code, it allows a voluntary or imposed appointment over a three-year term instead of six, with a proportionate audit defined by professional standard NEP 911. It is often chosen by a subsidiary or a company below the main thresholds but facing a shareholder request.
• Exiting the obligation. A company that durably falls back below the thresholds is not required to renew the mandate at its end, but must complete the current term.
• The voluntarily appointed auditor. Some companies appoint a CAC to secure a fundraising, a disposal or a banking relationship, even without a legal obligation.
• Associations and works councils. Their thresholds follow their own rules, distinct from company law, as we explain for CAC obligations for an association and the CAC threshold for a works council.

A few mistakes recur in client files.

• Reasoning on turnover alone, forgetting that two criteria must be exceeded.
• Overlooking the assessment at group level when a holding controls several companies.
• Confusing the statutory auditor with the chartered accountant: these are two distinct roles, as we explain in our article on the difference between a statutory auditor and a chartered accountant.
• Underestimating the budget: to size the cost, see the statutory auditor fee guide for 2026.
• Waiting for the approval of accounts to react, when the appointment should have occurred earlier.

Our reading is straightforward: the statutory auditor question should never be handled at the last minute. In growing businesses, a threshold crossing can be seen coming one or two years ahead, provided you track the balance sheet, turnover and headcount trajectory during the year.

Recently, the director of a services SME approached us after realising, when approving the accounts, that two thresholds had been exceeded in the prior year. The appointment had become mandatory but had not been anticipated: an appointment had to be organised in a rush and the situation explained to the banking partner. With forward-looking monitoring, that appointment would have been planned calmly, the auditor chosen in advance and the cost budgeted.

The most frequent trade-off concerns groups. A holding that controls several entities must reason at the level of the whole, not company by company. This is where the risk of late discovery concentrates. As a firm registered with the Order of Chartered Accountants and practising statutory audit, we clearly separate the two roles: a single firm cannot be both your chartered accountant and your statutory auditor on the same entity.

Hayot Expertise tip. Review your thresholds at every year-end and anticipate the next year from your forecast. If your structure is a group, reason at consolidated level. And if an appointment becomes likely, choose your statutory auditor before you are forced to: you will gain peace of mind and a better working relationship.