Subsection 2: Certification of accounts

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Article A823-23

French Commercial codeIn force

Updated 3 Nov 2023

The professional practice standard relating to obtaining an understanding of and making use of the work of the internal audit, approved by the Minister of Justice, is set out below:

PROFESSIONAL PRACTICE STANDARD RELATING TO AWARENESS AND USE OF INTERNAL AUDIT WORK

Introduction

1. When the entity has an internal audit, the statutory auditor becomes familiar with its operation and the objectives assigned to it. He may use the work carried out by the internal audit as evidence collected in respect of the assertions he wishes to verify.

2. The purpose of this standard is to define the principles relating to:

- the statutory auditor's taking cognisance of the internal audit;

- the statutory auditor's use of the work performed by the internal audit.

Taking cognisance of the internal audit

3. When the statutory auditor acquaints himself with the entity to form a frame of reference within which he plans his audit and assesses the risk of material misstatement of the accounts, he enquires:

- about the place occupied by internal audit in the entity's organisation. The statutory auditor examines the rules and procedures put in place in the entity to ensure the objectivity of the internal auditors in carrying out their work and issuing their conclusions;

- the nature and scope of the work entrusted to the internal audit.

Use of the work carried out by the internal audit

4. When the statutory auditor considers using the work carried out by the internal audit, he shall assess in particular:

- the professional qualifications of the internal auditors and their experience acquired in these functions;

- the organisation of the internal audit in terms of planning, implementation and supervision of the work;

- the existing documentation, including work programmes and other written procedures;

- whether management takes into account the recommendations made by the internal audit and whether it implements actions in response to these recommendations.

5. When the statutory auditor decides to use certain internal audit work, he shall assess in particular whether:

- the nature and scope of this work meet the needs of its audit;

- this work has been carried out by persons with sufficient professional qualifications and experience and has been reviewed and documented;

- an appropriate solution has been found to the issues highlighted by the work of the internal audit;

- the reports or other summary documents drawn up by the internal audit are consistent with the results of the work carried out by the latter.

6. The statutory auditor also assesses whether this work constitutes sufficient and appropriate elements to enable him to reach conclusions on which to base his opinion on the financial statements.

7. If this is not the case, the statutory auditor shall consider the consequences for his own work.

Mariela Petrova

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Working with a corporate lawyer in France — Q&A

Any time a strategic decision changes how the company is owned, governed or contractually bound — incorporation, fundraising, M&A, restructuring, shareholder agreements, or major commercial contracts. Earlier engagement always costs less than later remediation.

A notary (notaire) is a public officer who authenticates specific deeds (mainly real-estate transfers and certain family-law acts). A corporate lawyer (avocat) advises on strategy, negotiates and drafts company documents, and represents you in disputes. The two roles complement rather than overlap.

Yes — most of our clients are foreign suppliers, investors or holding entities. We bridge the gap between French law and your home jurisdiction's expectations and deliver everything bilingually.

The SAS (Société par Actions Simplifiée) is the default choice for most international structures: flexible governance, single shareholder allowed, no minimum capital, and works cleanly with foreign holding entities. We assess SARL, SA, SCI on the merits when the situation calls for it.

Yes — communications with a French avocat are protected by the secret professionnel (Article 66-5 of the Law of 31 December 1971). This protection is broader than the common-law attorney-client privilege and applies to written and oral exchanges.

We work on fixed fees for clearly scoped engagements (incorporation, contract drafting, audits) and on monthly retainers for ongoing advisory. Hourly billing is the exception, not the default. You always know the cost before work starts.

Typical timeline is 2–3 weeks from KYC kick-off to RCS registration, assuming standard documentation. Holding-company structures, foreign-shareholder identification or in-kind contributions can extend this — we flag the gating items at the first meeting.

Absolutely. We routinely coordinate with your in-house counsel, expert-comptable or notaire — pragmatic collaboration is the norm, not the exception. We send them everything they need to do their part without duplicating work.

Mariela Petrova

Mariela Petrova

Avocate au Barreau de Paris

Toque #C2396

15+ Years In Corporate Practice

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Communications protected by professional secrecy — secret professionnel de l'avocat, Article 66-5 of the Law of 31 December 1971.

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