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Modify Bylaws in French SASU
Update your SASU with our French corporate lawyers and paralegals who handle the entire process: drafting the amendment, preparing shareholder decisions, updating filings with the Registry, and delivering the new Kbis extract confirming your company’s updated status.
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What is Bylaw Modification in a French SASU?
In a SASU (Société par Actions Simplifiée Unipersonnelle), the bylaws (statuts) are the legal backbone of the company. They define the rules governing management, decision-making, share structure, and corporate purpose.
A modification of the bylaws occurs whenever a fundamental element of the company changes — for instance, a new corporate name, a different registered office, changes in share capital, the appointment of a new president, or the extension of company duration.
Amending the bylaws ensures that your SASU remains compliant, up-to-date, and aligned with your business strategy. It also guarantees legal validity in dealings with banks, partners, and public authorities.
Main Advantages :
Legal compliance: Maintain full conformity with French corporate law and registry requirements.
Operational clarity: Ensure all stakeholders and authorities rely on accurate and updated information.
Business flexibility: Adapt your company’s structure to reflect growth, investment, or strategic shifts.
Simplified governance: Centralize management changes and share updates in one coherent legal framework.
Credibility: An updated Kbis extract confirms reliability to partners, suppliers, and investors.
Updating your SASU’s bylaws strengthens corporate governance and preserves your company’s credibility in France and abroad.
How to Modify the Bylaws of a SASU in France?
Changing your SASU’s bylaws doesn’t have to be complicated. With FrenchCo.lawyer, we make the procedure smooth, transparent, and fully compliant.
Here’s how we handle it for you:
Identifying the Change
We confirm the legal nature of the modification (corporate name, address, capital, governance, purpose, or duration) and its required documentation. Every proposed change is reviewed for conformity with your existing bylaws and applicable French law.
Drafting the Legal Amendment
Our lawyers prepare the sole shareholder’s decision (procès-verbal), the updated bylaw clauses, and the accompanying legal notices. Each amendment is tailored to your SASU’s structure and your business objectives.
Preparing and Publishing the Legal Notice
We draft and arrange publication in the official legal gazette (journal d’annonces légales), ensuring the announcement complies with French publication standards for corporate changes.
Filing with the Commercial Court Registry
We assemble and submit the amendment package — including the shareholder’s decision, the new bylaws, the publication certificate, and registry forms — to the competent Registre du commerce et des sociétés (RCS).
Delivery of the Updated Kbis Extract
Once approved, we send you the new Kbis extract confirming the registered modification, along with certified copies of the updated bylaws for your records.
With FrenchCo.lawyer
All legal work is supervised by registered French lawyers and executed by qualified corporate paralegals. Our team ensures accuracy, compliance, and timeliness so that your company remains fully operational. Whether you’re updating your SASU’s address, changing the president, or increasing capital, we handle every step while you focus on running your business.
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What We Need From You to a Modify Your SASU’s Bylaws?
To process your amendment efficiently, we’ll ask for the following:
Company Identification
Your SASU’s current name, SIREN number, and registered office address.
Details of the Modification
Nature of the change (e.g., address, capital, governance, duration, activity).
Sole Shareholder Information
Identity and address of the shareholder (individual or legal entity) approving the change
President’s Information
Identity, address, and proof of appointment or termination, if the change concerns management.
And Then?
Once these documents are received, our lawyers take over — drafting the updated bylaws, preparing the legal notice, filing with the Commercial Court Registry, and securing the official Kbis extract that confirms your SASU’s modification.
Modify SASU Bylaws in France – Simple Process, Clear Budget
Flat legal fee starting from €499 excl. taxes*
Additional mandatory costs: publication in the official legal gazette + registry filing fees.
No hidden costs. No unnecessary extras.
Our commitment:
No hidden amendments or unnecessary filings
No intermediaries or resellers
Only genuine legal work by licensed professionals
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Why Choose Us?
We Believe in Transparent, Lawyer-Led Bylaw Modifications for SASU
Accurate and timely updates: From drafting amendments to filing with the Registry, we manage every procedural step efficiently and in full compliance.
Legally compliant documents: Each modification follows French corporate law, ensuring your SASU’s bylaws remain enforceable and up to date.
Protective legal drafting: Every clause is carefully reviewed to safeguard shareholder rights and prevent future corporate disputes.
High professional standards: All bylaw changes are overseen by licensed French lawyers, ensuring full precision and compliance
Let us handle your SASU bylaw modifications — so you can focus on running and expanding your business in France.
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Understanding Bylaw Amendments in a French SASU
Can a foreign founder or president decide to modify the bylaws of a SASU in France?
Yes. A SASU can be wholly owned and led by a non-resident or a foreign legal entity. The sole shareholder (or the president, where the bylaws grant initiative) may approve bylaw changes as long as the company’s internal rules and French law are respected. The practical steps (signing decisions, publishing the legal notice, and filing with the RCS/Infogreffe) apply regardless of nationality. Residence formalities only matter if the person intends to live in France.
- Decision-maker residing abroad
No French residence permit is needed to pass a bylaw amendment if the decision-maker remains abroad. The signed decision and filing can be completed remotely, and the change can be registered with the Registre du commerce et des sociétés (RCS). - EU/EEA/Swiss nationals
No specific restrictions apply. If the president or sole shareholder moves to France, a simple local registration step may be required, but this does not affect the validity of the corporate decision itself. - Non-EU residents in France
If the president or sole shareholder plans to settle in France, the appropriate residence permit is required (e.g., entrepreneur card or talent permit). This is an immigration formality; it doesn’t prevent the SASU from adopting bylaw amendments if the person is not yet resident. - Special bilateral regimes
Some nationalities benefit from bespoke treaty rules. These may ease residence or administrative steps but do not change the company-law mechanics of amending bylaws.
Registration with the RCS
Whatever the nationality or residence, the change becomes opposable to third parties only after the legal notice is published and the amendment is filed and accepted by the Commercial Court Registry (RCS), which updates the Kbis.
Which typical changes require a SASU bylaw amendment?
Common triggers include:
- Company name (dénomination sociale)
- Registered office (siège social)
- Corporate purpose (objet social)
- Duration of the company
- Share capital (increase or reduction)
- Governance rules (e.g., powers and appointment terms for the president or other bodies if provided by the bylaws)
- Special share rights (if any are created or modified)
Note: The appointment or dismissal of the president may be handled by decision outside the bylaws if your bylaws allow it. If the president’s identity is stated in the bylaws, you must amend them.
What documentation and steps are required to modify SASU bylaws?
Core steps:
- Legal review & drafting – Determine what changes are needed and prepare the sole shareholder’s decision (and, where relevant, the president’s report) and the updated bylaw clauses.
- Supporting evidence – Address proof for siège social, bank/notary certificate for capital changes, valuation reports for in-kind operations, etc.
- Legal notice – Publish in a journal d’annonces légales (JAL) with the mandatory mentions.
- Registry filing – Submit the dossier to the competent RCS (forms + supporting docs + publication certificate + updated bylaws).
- Updated Kbis – Keep the fresh Kbis and certified copies for banks, partners, and administration.
Typical timeline: Drafting (1–3 days in straightforward cases) → Publication (same/next day) → RCS processing (varies by court). Plan buffer for complex changes (capital operations, in-kind contributions, creditor opposition periods on reductions).
Can a single shareholder approve everything alone in a SASU?
Yes. One of the major benefits of a SASU is decision speed. The sole shareholder takes decisions that, in multi-shareholder companies, would require meetings and votes. You still must observe:
- Any notice or drafting formalities imposed by your bylaws;
- Any notice or drafting formalities imposed by your bylaws;
Are there risks if I forget to file the bylaw change?
Yes. Without proper publication and RCS filing, third parties can legitimately rely on the old information. Banks may refuse transactions; tenders and contracts can be blocked; and you may face penalties for non-compliance.
Practical tip: treat the updated Kbis as your “proof of update” and share it with partners as soon as it is issued.
Is there a minimum capital to maintain when modifying the bylaws of a SASU?
No statutory minimum applies to SASU share capital. The sole shareholder sets and may later adjust capital via a bylaw amendment (increase or reduction). However, keep in mind:
- Credibility with stakeholders: Very low capital can trigger bank requests for personal guarantees and may weaken counterparties’ confidence.
- Loss of half of capital: If cumulative losses bring equity below half of stated capital, the sole shareholder must decide whether to continue with a plan (and possibly recapitalize) or dissolve.
- Capital calls and timing: Cash increases are effective per the decision terms and subscription/payment schedule; reductions require special formalities (creditors’ protection, legal notice, filing).
- Accounting and tax effects: The timing of capital changes can influence eligibility for reduced corporate tax brackets or interest deduction rules—plan the calendar with your accountant.
Bottom line: You can legally keep capital low, but a realistic level often makes operations smoother and avoids early “loss-of-half” alarms.
Can I change the registered office (siège social) through a bylaw amendment?
Yes. Moving the SASU’s registered office requires amending the bylaws.
Acceptable locations include:
- Owned or leased premises: Provide the title or commercial lease.
- President’s home: Often possible (per lease/co-ownership rules and local constraints), sometimes temporarily capped (e.g., five years) in restricted areas.
- Approved domiciliation company: Use a prefecture-licensed provider (contract required).
- Group address: A subsidiary can establish its siège at the parent company’s address if one entity validly occupies the premises.
Risks if rules are ignored: Late renewal of a temporary domiciliation, non-compliant premises use, or an unlicensed domiciliation provider can lead to registry challenges or even strike-off procedures.
Process snapshot: Draft decision → update bylaws → publish legal notice → file at RCS → obtain new Kbis showing the updated address.
What are the social security implications for the SASU president after a bylaw amendment?
What taxes does a SASU pay, and can bylaw changes affect them?
A SASU is by default subject to corporate tax (IS). Under specific conditions (size thresholds, activity, and time limits), a SASU may temporarily opt for income tax (IR)—this is not a permanent regime for SASU.
Corporate Tax (IS) — standard approach
- Headline rate applies to profits, with a reduced bracket potentially available for eligible small companies.
- Dividends paid to the shareholder are taxed at the shareholder level (e.g., flat tax or progressive scale if elected).
Temporary IR option
- Available only if strict conditions are met (notably small, young company with limited ownership and activity criteria).
- Profits flow through to the shareholder’s personal tax return during the option period.
Bylaw impact:
- Capital changes (increase or reduction) and corporate purpose updates can indirectly affect access to reduced IS brackets or other regimes (depending on thresholds and eligibility).
Always align the effective date of the amendment with your fiscal planning.
What happens if I change several items at once (e.g., name + siège + capital)?
That’s common and efficient. You may:
- Consolidate all changes in one sole-shareholder decision,
- Publish one or more legal notices, depending on the type and location impact (e.g., moving to a different département often requires specific mention),
- Make a single registry filing with a full updated set of bylaws.
Expect higher publication/registry costs when multiple amendments are bundled—but you’ll often save overall time.
What will my lawyer actually do during a SASU bylaw change?
- Scope & strategy: Confirm the correct legal route, identify required supporting documents, and structure dates/effects.
- Drafting: Prepare decisions, amended clauses, and any ancillary documents (reports, schedules, cap table if relevant).
- Formalities: Arrange publication in the JAL, complete RCS forms, file the dossier, and liaise with the Registry.
Deliverables: Provide the updated Kbis, stamped/registered documents, and a compliance pack for your archives and counterparties.
Modify Your SASU Bylaws
Let our French lawyers & paralegals handle every legal amendment for you.
More About modifying bylaws in French SASU
Can I modify my SASU bylaws at any time?
Yes. Bylaws can be amended whenever the sole shareholder decides, as long as the change complies with French company law. Each modification must be properly recorded and filed with the Trade Registry.
What documents will I need?
You’ll need the updated bylaws, a shareholder decision, and a legal notice publication certificate. Additional documents may be required depending on the type of change (e.g., manager appointment, capital adjustment, or company address).
Do I need a notary or auditor?
Not necessarily. Most amendments can be handled directly by your lawyer and filed electronically. However, certain changes — such as share transfers or asset contributions — may require a notarial deed or auditor’s report.
How long does the modification process take?
Typically between 3 to 10 business days, depending on the nature of the amendment and the processing time of the Trade Registry (Greffe).
Can I modify the bylaws remotely?
Yes. The entire process — drafting, signing, and filing — can be handled digitally with qualified electronic signatures.
What are the typical costs?
Costs depend on the complexity of the modification. Simple updates (like changing the company name or address) are billed at a fixed legal fee, plus mandatory gazette and registry charges.
What if I change share capital or management?
Such changes require specific legal wording and supporting documents. Our lawyers prepare compliant drafts and ensure registration with the authorities without interruption of your company’s activity.
Do I need to notify the tax or social authorities?
Yes, if the modification affects registration details (e.g., name, registered office, activity). Our team manages these formalities to ensure full compliance.
