The Procedures guide allows entrepreneurs and decision-makers to have a reliable, precise and up to date overview of legal procedures and measures concerning commercial formalities to be undertaken. It is broken down into 6 sections in which you can find information and documentation required for formalities with Registry Offices at the Commercial Courts.
Incorporation of an economic interest group (EIG)
Steps preliminary to the filing of the formality
THE EXERCISE OF A REGULATED ACTIVITY
If you exercise a regulated activity (alcoholic beverage sale, optics and eye wear, transportation...), make sure that you fully satisfy all the required conditions (diploma, professional qualification...) in order to obtain the necessary approval or authorization for registration in the Trade and Companies Register.
For information, please contact: professional bodies and trade unions; the services of the prefecture of the department; the supervisory authorities (ex. for transportation activities, contact the Regional Equipment Department also known by the French acronym DRE).
You will be required to provide proof to the commercial court registry of your regular occupation of the premises of your economic interest group (by any means: copy of the lease, recent EDF invoice or telephone bill etc.).
When it is created, the economic interest group (EIG) may be domiciled in the residential premises of its legal representative, with no limit as to duration, on condition that no legislative measure or contractual stipulation prohibits it. By contrast, if there is a legislative provision or contractual stipulation that prohibits the head offices being set up in the legal representative's personal domicile, domiciliation is allowed on the premises but may not exceed a period of five years, starting from the date of registration. Where applicable, this period is shortened to the legal, contractual or judicial term for occupancy of the premises (Article L. 123-11-1 of the Commercial Code).
In order to domicile the EIG, you may also apply to a domiciliary company (refer to our data sheet obligations des sociétés de domiciliation commerciale et des sociétés domiciliées (obligations of commercial domiciliary companies and domiciled companies) , or to a business incubator etc.
ADOPTING THE CONSTITUTIVE CONTRACT
Drawing up the grouping contract is an important step that must not be handled negligently. It may have legal and fiscal consequences for the company, and may impact on the director's business status. The procedure is described below.
- draw up the grouping contract;
- appoint the administrator, the management controller and the accounts controller; they made acquainted those are in the constitutive contract or in a separate deed;
- The grouping contract must be filed with the group's registered office tax bureau, prior to applying for registration with the RCS.
The application dossier duly completed must be filed with the commercial court registering that is the centre of corporate procedures (CFE) for economic interest groups. In its function as CFE, the registry is in charge of transmitting the obligatory statements by legal entities or physical persons to the bodies that must receive such information (URSSAF, INSEE, tax department, health insurance and pension funds etc.).
N.B. : in the case of a buyout, a contribution, a lease or stewardship contract (gérance-mandat du fonds de commerce) for a commercial interest grouping, this must be published in the Gazette.
Please identify your mailbox in the name of the EEIG. Otherwise you will not receive the extracts from the Trade and Companies Register when they are sent by the registry.
Documents to be attached to the file
LEGAL INSTRUMENTS AND DOCUMENTS TO PRODUCE FOR THE RCS
Sending the grouping contract if it has been drawn up by authenticated deed, or an original of the contract, with government stamp, and registered at the tax office, dated and signed by all the members or their representatives, if the contract is drawn up under private signature. The power(s) of attorney for signing the articles of association should be filed as an original exemplar.
A copy, certified as a true copy by the legal representative, of the deeds of appointment of the administrative and control bodies, if the administrator, the management controller, and the accounts controller are not appointed in the constitutive contract.
A certified copy of the deed conferring quality of permanent representative of a legal entity appointed administrator, where applicable.
The G0 printed forms duly completed and signed.
N.B. : the G0 forms must carry a statement affirming or negating the existence of an exoneration clause concerning company debts incurred prior to the entry of the members in the grouping, as well as the civil or commercial type of activity.
A power of attorney from the legal representative, in an original exemplar if he has not signed the G0 himself.
A document attesting to regular occupation of the head offices premises (lease, domiciliary contract, EDF receipt or telephone invoice etc.). It is extremely important that your company clearly identifies the address of its head offices, enabling the registry to send you the extracts from the Trade and Companies registry for purposes of procedures, and enabling your partners to get in touch with you. If the head offices are declared to be at the legal representative's personal domicile, it is necessary to identify their mailbox with the name of the EIG and to perform the necessary procedures with the Post Office for delivering your company's correspondence.
If the activity being declared is regulated, please produce a copy of the permit issued by the tutelary, diploma or title authority.
For the purchase of a company goodwill, please attach:
- a copy of the attestation that the announcement concerning the purchase of goodwill was published in a journal of legal announcements;
- a copy of the deed of sale of the goodwill, registered, with the relevant government revenue stamp affixed.
For acquisition by lease management of a business, attach:
- a copy of the attestation that the announcement concerning the lease of goodwill was published in a journal of legal announcements;
- a copy of the lease management contract.
For the a management mandate of a business, attach:
- a copy of the attestation that the announcement concerning the gérance-mandat was published in a journal of legal announcements;
- a copy of the gérance-mandat contract.
For the contribution in the capital of a company, please attach:
- a copy of the attestation that the announcement concerning the contribution was published in a journal of legal announcements;
- a copy of the deed of contribution of the goodwill, registered, with the relevant government stamp affixed.
FOR THE MANAGEMENT CONTROLLER (WHO IS MANDATORILY A PHYSICAL PERSON), THE ACCOUNTS CONTROLLER (WHO IS NOT A STATUTORY AUDITOR) THE PHYSICAL PERSON ADMINISTRATORS
A copy of the identity document: copy of a passport or currently valid national identity card or a duplex copy of a currently valid residence permit, if applicable. The status shown on the residence permit must be such that the titleholder has the right to register with the RCS.
A certificate of family relationship (surname and first names of the parents), unless such appears in a document already provided.
FOR INDIVIDUAL MEMBERS
A copy of the identity document: copy of a passport or currently valid national identity card or a duplex copy of a currently valid residence permit, if applicable. The status indicated on the residence permit must allow the holder to register with the Trade and Companies Register (RCS).
FOR ADMINISTRATORS, MEMBERS, LEGAL ENTITY ACCOUNT CONTROLLER
An extract of the Trade and Businesses Register in original exemplar, less than three months old if the legal entity is registered; otherwise any official document proving the existence of the legal entity where it is not registered with the RCS.
For the administrator's permanent representative, produce the same documents as those required for physical person administrators. Please also consult our data sheet: declaration to the RCS of a representative of a directing legal entity
FOR AUDITORS (IF THEY HAVE BEEN APPOINTED)
Please provide documentary evidence of their registration on the official list of auditors if it has not already been published.
Please provide the letter of acceptance of their appointment.
ATTACH A CHEQUE FOR 84.24 EUROS (CREATION) OR 242.36 EUROS (PURCHASE, CONTRIBUTION, LEASING, OR GÉRANCE-MANDAT)
Cheques must be made payable to the relevant GREFFE DU TRIBUNAL DE COMMERCE, and attached to the application.
How the amount required for the procedure is distributed:
Registry office fees (including filing costs: €7.80)
Cost breakdown for a formality in the case of a purchase, contribution, or assumption by lease management or management mandate
Registry office fees (including filing costs: €7.80)
Fees of the registry office: postage fees of extracts included. INPI: National institute of industrial property (paid by the registry office). BODACC: Official journal of civil and commercial announcements (amount paid by the court clerk).
|Useful information||Regulated activities||Télécharger|
|Useful information||The obligations of commercial domiciliation companies and domiciled companies||Télécharger|
|Useful information||Initials in ledgers||Télécharger|
|Registration||Statement of creation of a grouping||G0 Printed Forms||Télécharger|
|Document template||Power of attorney template||Télécharger|
|Document template||Sworn statement of non-conviction and family relationship||Télécharger|
|Useful information||RCS declaration for a representative of a directing legal entity||Télécharger|
|Useful information||Legal announcements published in the BODACC||Télécharger|