We Offer Strategic Legal Services
Increase Capital in an EURL (French Single-Member Limited Liability Company)
When your business grows, your company’s capital must reflect that evolution. Our French corporate lawyers and paralegals handle every step of your EURL capital increase — from drafting resolutions to registry filings — ensuring full compliance with French commercial law and seamless approval by the Commercial Court.
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What is a Capital Increase in an EURL?
A capital increase in an EURL (“Entreprise Unipersonnelle à Responsabilité Limitée”) occurs when the sole shareholder decides to inject additional funds or assets into the company to strengthen its financial position.
It can take several forms:
Cash contribution: additional funds are transferred to the company.
Contribution in kind: assets (equipment, intellectual property, etc.) are added to the company’s capital.
Capitalization of reserves: profits previously retained are converted into share capital.
This operation enhances your EURL’s credibility with banks, suppliers, and partners, and often facilitates future financing or transformation into a SARL if new shareholders join.
Advantages:
Increased financial stability: reinforces the company’s equity and borrowing capacity.
Improved business image: a higher capital inspires trust among clients and investors.
Flexibility in structure: capital may be raised through cash, assets, or reserves.
Strategic preparation: facilitates future expansion or conversion into a multi-member SARL.
Compliance and transparency: ensures that all changes are duly recorded with the Trade and Companies Register (RCS).
How to Increase the Capital of an EURL in France?
Our process is structured, secure, and fully handled by qualified French professionals:
Assessment and Legal Review
We examine your company’s current structure, financial goals, and bylaws to determine the most suitable method of capital increase.
Preparation of Legal Documentation
Our lawyers draft the shareholder’s decision, the amendment to the articles of association, and any necessary reports or valuations (if contributions in kind are involved).
Execution of the Capital Contribution
For cash contributions, funds are deposited into the company’s account and certified by the bank or notary. For contributions in kind, we arrange a valuation by a statutory auditor (commissaire aux apports) if required by law.
Publication and Filing
We handle the legal announcement in an authorized gazette and file the full modification package with the Commercial Court Registry (Greffe du Tribunal de Commerce).
Delivery of the Updated Kbis
You receive the new Kbis extract showing the updated share capital, together with certified copies of all registered documents.
Why Choose FrenchCo.lawyer?
Every capital change impacts both your company’s legal structure and its financial visibility. At FrenchCo.lawyer, your case is managed by registered French lawyers assisted by corporate paralegals, ensuring precision, compliance, and efficiency. We handle every aspect — so you can focus on expanding your business, not on paperwork.
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What We Need From You to a Increase the Capital of Your EURL ?
To process your EURL capital increase, please provide:
Company Identification
Kbis extract (less than 3 months) and current articles of association.
Shareholder Information
identity documents and address of the sole associate.
Details of the Capital Increase
type of contribution (cash, in-kind, or reserves) and target amount.
Proof of Deposit or Valuation
bank or notary certificate for cash; auditor’s report for in-kind contributions if applicable.
Registered Office Evidence
lease, domiciliation, or property deed for verification during filing.
And Then?
Once these documents are received, our lawyers prepare and register the modification, publish the required notice, and deliver your updated Kbis extract showing the new share capital of your EURL.
Increase Capital in an EURL– Simple Process, Clear Budget
Flat legal fee starting from €849 excl. taxes
Additional mandatory costs: publication in an official gazette + Commercial Court registry fees
No hidden costs, no surprises
Our commitment:
No upselling or unnecessary “packages”
No reseller intermediaries
Only genuine legal work carried out by qualified professionals
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Why Choose Us?
We Believe in Transparent, Lawyer-Led Capital Increase Procedures
Fast and reliable process: From shareholder approval to registry update, we handle every step efficiently for a smooth capital increase.
Legally compliant documents: All filings and resolutions meet French corporate law requirements to ensure full compliance and validity.
Strategic legal drafting: Your documents are structured to strengthen your company’s financial base while protecting shareholder rights.
High professional standards: Every operation is reviewed by licensed French lawyers, ensuring precision, clarity, and accountability.
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Understanding the Capital Increase of a French EURL
Can a foreigner decide and carry out a capital increase in a French EURL?
Yes. The sole shareholder (whether a person or a company, French or foreign) can decide to raise the capital of an EURL and sign the documentation.
- Living abroad: no residence formalities are required to pass the decision and file it with the Registre du commerce et des sociétés (RCS).
- If relocating to France: standard immigration/residence rules apply to living/working in France, but they do not condition the validity of the capital increase resolution itself.
What forms can an EURL capital increase take?
Three main routes:
- Cash (apport en numéraire): transfer of new funds into the company’s bank or via a notary.
- In kind (apport en nature): contribution of assets (e.g., equipment, IP, receivables). A commissaire aux apports (independent valuer) may be required depending on the nature/amount.
- Capitalization of reserves (incorporation of retained earnings or premiums): book entries convert reserves into share capital—no new money in.
Is there a minimum amount to increase the capital?
No statutory minimum. You can raise capital by any amount, even symbolic. That said:
- Credibility & banking: too small an increase may not improve credit lines.
- Future ratios: capital levels affect financial covenants and perceptions from suppliers and partners.
- Costs vs. benefits: consider whether the legal and publication fees justify the amount raised.
Do I need to fully pay in the new capital immediately?
- Cash increases: you may pay partially on day one and complete within the legal deadlines stated in the articles/resolution. Until fully paid, some tax advantages (e.g., reduced IS band eligibility conditions) or lender comfort may be impacted.
- In-kind increases: deemed fully paid once the assets are transferred and, if required, valued by a commissaire aux apports.
Where must the registered office be for a capital increase filing?
Any compliant option is fine (leased/owned premises, domiciliation provider, or manager’s home when allowed). The key is that the siège social on the filing matches your evidence (lease/domiciliation/ownership).
- Temporary domiciliation not renewed can block filings.
- Lease/condo rules: check clauses that limit company use.
- Subsidiary on parent’s premises: possible if one entity legitimately enjoys the premises.
What are the key steps and documents to complete the capital increase?
- Sole shareholder’s decision (or decision of the sole member, drafted by counsel).
- Amended articles reflecting the new capital.
- Proof of payment/transfer (bank or notary certificate for cash; asset transfer and, if needed, commissaire aux apports report for in-kind).
- Legal notice in an authorized gazette.
- RCS filing with the Commercial Court Registry.
Updated Kbis showing the new capital.
How long does it take?
Most files close quickly once documents and funds/valuations are ready. Timing mainly depends on:
- Bank or notary deposit certificate issuance,
- Whether a commissaire aux apports is required,
- Publication and Greffe processing windows.
What are the social security implications for the EURL manager after a capital increase?
It depends on the manager’s status and your tax regime:
- Gérant = sole shareholder (TNS): If you are under IS, social contributions are due on remuneration + the portion of dividends exceeding 10% of (share capital + share premiums + shareholder current account).
- Practical effect of raising capital: a higher 10% threshold may reduce the slice of dividends subject to TNS contributions.
- Practical effect of raising capital: a higher 10% threshold may reduce the slice of dividends subject to TNS contributions.
- Gérant not shareholder (assimilé-salarié): Payroll contributions follow employee rules on salary; dividends paid to the shareholder do not affect the manager’s social base.
- Non-resident managers: coverage depends on residence and applicable international rules (A1 certificates in the EU/EEA/CH; bilateral treaties elsewhere).
What taxes or duties apply to an EURL capital increase?
- Corporate or income tax on the company’s profit: unchanged by the mere act of increasing capital.
- Registration duties: cash increases and most in-kind increases generally do not trigger proportional registration duties; specific assets (e.g., real estate, ongoing business transfers) can attract particular duties—plan ahead.
- VAT: capital contributions are typically outside VAT, but transferring certain assets may require a VAT analysis (e.g., isolated assets vs. transfer of a going concern).
Publication & court fees: legal notice and RCS filing fees apply.
Does a capital increase change how my EURL is taxed (IS vs IR)?
The tax regime choice remains the same unless you separately opt to change it under the legal timeframes.
- Under IS, boosting capital can make it easier to retain earnings and manage salary/dividend mixes.
- Under IR, profits flow directly to the shareholder’s personal return—raising capital does not by itself reduce the immediate personal taxation of profit.
How does raising capital in an EURL compare with doing so in a SASU?
Governance & flexibility
- EURL: decisions follow the SARL/EURL framework—clear and predictable, but more standardized.
- SASU: bylaws can tailor decision-making and future share issuances for investors. Often easier to open to new shareholders.
Social status of the leader
- EURL (gérant majoritaire): TNS—lower contributions, leaner protection.
- SASU (président): assimilé-salarié—higher contributions, broader cover.
Investor readiness
- EURL: fine for strengthening equity; more formal to transform when investors arrive.
- SASU: designed for capital rounds and convertible mechanisms.
What’s the effect of a capital increase vs. staying a sole proprietorship (entrepreneur individuel)?
- Sole proprietorship: no “share capital”—you can inject money, but it doesn’t create legal capital or shares. Liability remains tied to the person (with the professional estate shield).
EURL: true share capital and limited liability. Increasing capital strengthens equity, improves perceived solidity, and may ease bank talks.
Any practical tips before deciding the amount?
- Align the amount with your financing plan and bank expectations.
- If you rely on dividends under IS with TNS status, consider how a higher capital raises the 10% threshold for social-contribution purposes.
Have a Question?
Contact our French corporate lawyers for an initial free consultation on your EURL capital increase.
We’ll guide you through the best legal and strategic approach.
Increase the Capital of Your EURL
Let our French lawyers & paralegals handle the entire process — from shareholder resolution to registration.
Fast, compliant, and stress-free.
More About Increasing Capital in an EURL
Can I increase my EURL’s capital at any time?
Yes. You can raise your EURL’s capital whenever needed to strengthen your company’s equity or support new projects. The increase can be made through cash contributions, contributions in kind, or by converting existing reserves into share capital.
What documents are required for a capital increase?
You’ll need a shareholder resolution, an updated version of your bylaws, proof of capital deposit, and related registry forms. Our legal team handles drafting, filing, and submission to the French Trade Registry.
Is a notary or auditor required?
Not always. If the increase involves contributions in kind, a commissaire aux apports (auditor) may be necessary to evaluate assets. For cash increases, no notary is required unless your articles demand it.
How long does it take to complete the capital increase?
Once the decision and deposit are made, the process usually takes 1 to 2 weeks, depending on registry processing times.
Can the procedure be done remotely?
Absolutely. The entire process—document drafting, signing, and filing—can be completed online, with no in-person meetings required.
What are the costs involved?
The total cost depends on the amount of capital added and publication requirements. You’ll receive a transparent quote covering legal, gazette, and registry fees before we start.
Will the capital increase affect my taxes?
No immediate tax impact occurs. However, a higher share capital can improve your company’s financial credibility and enhance access to loans or investors.
Can new partners join during a capital increase?
Yes. A capital increase is often used to bring in new shareholders or investors, with updated bylaws and share distribution recorded at the Trade Registry.
