SAS vs SASU vs SARL vs EURL: 2026 complete comparison

An SAS or SASU leaves wide freedom to the articles of association and its president is treated as an employee; a SARL or EURL follows a stricter legal framework and its majority manager falls under the self-employed scheme. The choice depends on your target pay, dividends, the arrival of partners or investors and the social cover you want.

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 compares the four forms on these criteria, to help you prepare that decision.

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

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

SAS / SASU : President treated as salaried

• Affiliated to the general social security scheme
• Employer and employee contributions under the general scheme, calculated on the salary paid
• 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)
• Self-employed contributions, calculated on professional 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natural-person sole shareholder = manager: default IR transparency (BIC or BNC), IS election available, which can be withdrawn until the fifth financial year following the election

Dividends after IS:

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#

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.

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

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

Profile 3: Artisan / shopkeeper, family activity#

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

Profile 5: Patrimonial holding#

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

For this profile, the gap between micro-entreprise, EURL and SASU depends on the salary level, the dividends paid and your position with France Travail: it is quantified on a simulation using your own figures, not on a generic scale.

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

SAS is mandatory: among these four forms, the only one suited to 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.

The items to compare are contributions on salary, contributions on dividends (for the majority manager of a SARL or EURL, on the portion above 10% of share capital, share premiums and current-account balances), the 31.4% flat tax on dividends, corporate tax and bookkeeping costs. Their amount depends on the salary and dividends chosen: they are quantified on your own data.

To weigh against:

• Stronger SASU social cover

1. Picking SASU "by default" without simulating EURL : missed optimisation.
2. Choosing SARL as a couple without proper marital clauses : succession and divorce risks.
3. €1 share capital: can weaken your standing with banks.
4. Generic SARL bylaws : impossibility to break 50/50 deadlocks.
5. Underestimating SARL → SAS conversion: feasible with the partners' unanimous decision and, depending on the case, a conversion auditor.

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

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• Légifrance : Code de commerce, Book II
• Service-public.fr : Choosing the legal form
• Bpifrance : Legal structures
• URSSAF : Social regimes

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