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Business creation 14 min

SAS vs SASU vs SARL vs EURL: 2026 complete comparison

Certified chartered accountant Reviewed by Samuel HAYOT Updated:

International founder context#

This guide is written for expats and foreign founders by a French CPA, an English-speaking accountant in Paris, with practical focus on accounting in France, French corporate tax, business setup in France and French payroll.

Why picking the right vehicle changes everything#

Choosing between SAS, SASU, SARL and EURL is the single most structuring trade-off you'll make as a founder in France. It determines your social charges, personal taxation, asset protection, fundraising capability and governance flexibility for the next 5-10 years.

This guide, written by Samuel HAYOT, an English-speaking French CPA in Paris 8th, gives you the honest, numbers-driven comparison you need before deciding.

Already know what you want? Jump to: Setting up a SASU step by step | Setting up a micro-entreprise

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1. Quick recap table#

CriterionSAS / SASUSARL / EURL
PersonsSAS ≥ 2, SASU = 1SARL ≥ 2 (max 100), EURL = 1
Min. capital€1€1
Cash contribution release50% at subscription20% at subscription
Industry contributionYesYes (no capital value)
ManagementPrésident (free mandate)Gérant (strict legal frame)
Director's social regimeTreated as salaried (general scheme)TNS if majority / Salaried if minority or equal
Default tax regimeIS (corporate tax)IS (SARL) / IR transparency (EURL natural-person sole shareholder)
IR election5 years max (family SAS)Unlimited (family SARL) or 5 years
Charges on dividendsNoneTNS: on portion > 10% of capital+premiums+current accounts
ARE compatibilityYes (no salary paid)No once a salary is paid
Title transferFree (subject to clauses)Approval ≥ 50% needed
Statutory flexibilityTotalLimited (Code de commerce)
Setup cost€200-400 (legal fees)€200-400
Annual accounting€1,200-3,800/yr€1,200-3,500/yr
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2. Detailed comparison#

2.1 Director's social regime — the n°1 driver#

SAS / SASU — President treated as salaried

  • Affiliated to the general social security scheme
  • Employer + employee charges: ~75-85% of net salary (gross-loaded equivalent)
  • No unemployment cover — no ARE entitlement after mandate ends, unless you also hold a separate employment contract
  • Mandatory monthly payslip when a salary is paid
  • Sickness, maternity, retirement coverage aligned with white-collar employees

SARL majority manager / EURL — TNS (self-employed)

  • Affiliated to Sécurité Sociale des Indépendants (SSI)
  • Charges: ~40-45% of net income
  • Flat-rate provisional charges first year, true-up in N+1
  • TNS charges on dividends: portion of dividends paid to a majority gérant exceeding 10% of share capital + issue premiums + average current account balances is subject to TNS social charges
  • Lower social coverage (notably daily allowances)

2.2 Taxation#

Default:

  • SAS / SASU / SARL: corporate income tax (IS)
    • Reduced 15% rate on the first €42,500 profit (conditions: fully paid-up capital, turnover < €10M, ≥ 75% held by individuals)
    • Standard 25% rate above
  • EURL with natural-person sole shareholder = manager: default IR transparency (BIC or BNC), irrevocable IS election available

Dividends after IS:

FormDividend tax treatment
SASU/SASFlat tax 30% (12.8% IR + 17.2% social) or progressive scale + 40% allowance
EURL/SARL majority managerFlat tax 30% + TNS charges on portion > 10% capital
EURL/SARL minority managerFlat tax 30% only

2.3 Governance#

SAS / SASU — Near-total freedom

Article L.227-1 of the Code de commerce: "The simplified joint-stock company is set up by one or more persons whose losses are limited to their contribution." Everything else is statutory: management organs, voting rules, transfer clauses, exclusion, drag-along, tag-along, anti-dilution, ratchet.

SARL / EURL — Strict legal frame

Articles L.223-1 to L.223-43 impose mandatory voting majorities (manager appointment > 50%, ordinary decisions > 50%, statutory amendments ≥ 2/3 of shares), codify gérant powers, require shareholder approval for third-party transfers, and limit dividend distribution to validated distributable profit.

Practical consequence: the moment a project involves an investor, BSPCE, a sophisticated shareholders' agreement, fundraising or evolving governance — SAS is the obligatory choice. SARL fits poorly with such projects.

2.4 Title transfers#

FormTransfer modeRegistration duties
SAS/SASUShare transfer order, free unless clauses apply0.1% on price
SARL/EURLNotary or private deed, partner approval (50%)3% after €23,000 abatement

Concrete impact: selling an SME for €500,000 costs €500 in SAS vs €14,310 in SARL in registration duties alone.

2.5 Fundraising and capital instruments#

SAS/SASU: preferred shares, BSPCE for eligible startups, BSA, OBSA, ratchet, anti-dilution, tag-along, drag-along — anything is possible.

SARL/EURL: uniform shares, no BSPCE, institutional fundraising practically impossible. Funds and business angels almost always require conversion to SAS before entry.

2.6 Personal asset protection#

Identical across the 4 forms: liability limited to contributions. Protection can break in case of personal guarantees signed with banks, mismanagement (article L.651-2 of the Code de commerce), or undeclared tax/social debts in bad faith.

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3. Decision matrix — which form for which founder?#

Profile 1: Solo freelance / consultant, < €100k turnover#

CriterionRecommendation
Receiving ARE (French unemployment)SASU (no salary, dividends in N+1)
No ARE, top tax bracket ≥ 30%EURL IR or IS depending on case
No ARE, top bracket < 30%Micro-entreprise or EURL IR
Fundraising in 12-24 monthsSASU

Profile 2: Co-founder duo (startup, agency, SaaS)#

SituationRecommendation
Fundraising at 12-24 monthsSAS (mandatory)
No fundraise, long-term partnershipSAS (flexibility) or SARL if artisan/family
Spouses working togetherSARL (collaborating-spouse status)

Profile 3: Artisan / shopkeeper, family activity#

CriterionRecommendation
Spouse working in the businessSARL (collaborating-spouse status)
Several family members in capitalFamily SARL (unlimited IR election)
Simple activity, no external growth plannedSARL or EURL

Profile 4: Liberal profession (consultant, coach, expert)#

CriterionRecommendation
Regulated profession with SEL eligibilitySELAS or SELARL depending on order
Non-regulated consulting/coaching/trainingSASU (image) or EURL (TNS optimisation)

Profile 5: Patrimonial holding#

CriterionRecommendation
Holding shareholdings + dividendsSAS (share buyback flexibility) or SARL
Couple / familyFamily SARL with IR election
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4. Worked numerical examples#

Case 1 — IT freelancer, €80k turnover, no operating costs#

StatusNet after IR + chargesKey advantage
Micro BNC + 2.2% flat tax~€52,000Simplicity, generous 34% deduction
EURL IS, €30k salary + dividends~€50,000TNS optimisation
SASU, €30k salary + dividends~€46,000ARE preserved if previously unemployed

EURL or micro win on pure tax efficiency; SASU still wins if ARE is on the table.

Case 2 — SaaS co-founders, €500k raise at H+12 months#

SAS is mandatory: the only vehicle compatible with the round, BSPCE for first hires, shareholders' agreement, drag-along, founder vesting.

Case 3 — Bakery artisan, spouse in the lab#

SARL: collaborating-spouse status (social cover without salary), simple management, family IR election available.

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5. Three-year cost comparison (small business €200k turnover)#

ItemSASU €30k salary + €30k dividendsEURL TNS €30k salary + €30k dividends
Social charges on salary~€22,500~€12,500
Charges on dividends€0~€2,500-4,000
Dividend flat tax€9,000€9,000
IS on €60k profit~€9,000 (15% reduced)~€9,000
Annual accounting€1,800€1,800
Annual total~€42,300~€34,800-36,300

Annual delta TNS vs salaried: ~€6,000-7,500.

To weigh against:

  • Stronger SASU social cover
  • ARE preservation under SASU without salary
  • Generally better resale valuation for SAS
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6. Common mistakes#

  1. Picking SASU "by default" without simulating EURL — missed optimisation for non-ARE profiles.
  2. Choosing SARL as a couple without proper marital clauses — succession and divorce risks.
  3. €1 share capital — fragility signal to banks and DGFiP.
  4. Generic SARL bylaws — impossibility to break 50/50 deadlocks.
  5. Underestimating SARL → SAS conversion — feasible but costly (€2,500–€5,000), sometimes requires statutory auditor.
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7. Hayot Expertise method#

Our Paris 8th firm offers a status-choice audit:

ServicePriceIncluded
Status-choice audit (1h30 video)€190 excl. VATNumbers simulation 3 statutes, written reasoned reco
SASU/SAS setup pack€890 excl. VATBylaws + INPI + first tax bundle
SARL/EURL setup pack€890 excl. VATBylaws + INPI + first tax bundle
SARL ↔ SAS conversion€2,500-3,800 excl. VATUpdated bylaws, AGE, JAL, registry

Request your free audit — answer within 24 hours.

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Official sources#

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Still hesitating? Contact Hayot Expertise for a personalised, numbers-driven 5-year audit of your situation.

See also: Setting up a SASU step by step | Setting up a micro-entreprise | How much does a French CPA cost

Samuel HAYOT, Chartered Accountant registered with the French Order (OEC Paris-IDF)

Article written by Samuel HAYOT

Chartered Accountant, registered with the Institute of Chartered Accountants.

Regulated French firmUpdated 07 May 20265 sources cited

Regulated French accounting and audit firm based in Paris 8, built to support companies across France with a digital and decision-oriented approach.

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