Subsection 2: Statutory auditors

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Article L511-38

French Monetary and Financial CodeIn force

Updated 7 Nov 2023

Each credit institution, finance company or investment firm is audited by at least two statutory auditors, under the conditions defined in Book VIII of the Commercial Code. These statutory auditors must not represent or belong to firms with legal, professional, capital or organisational links between them. They carry out their activities under the conditions set out in Book VIII of the Commercial Code and certify the annual accounts. They verify that the information provided to the public is accurate and consistent with the financial statements.

However, when the balance sheet total of a credit institution, finance company or investment firm is less than a threshold set by the Autorité des normes comptables (French Accounting Standards Authority) after obtaining the opinion of the Comité consultatif de la législation et de la réglementation financières (French Advisory Committee on Financial Legislation and Regulation), the certification referred to in the previous paragraph may be performed by a single statutory auditor. Where this condition is met, and the company is subject either to public accounting rules or to a specific system for approving its accounts that offers guarantees deemed sufficient by the Autorité de contrôle prudentiel et de résolution, the latter may decide to waive the certification requirement referred to in the previous paragraph. These exemptions do not apply where the credit institution, finance company or investment firm is required to prepare consolidated accounts.

The statutory auditors must be independent of the credit institutions, finance companies, investment firms, parent undertakings of finance companies, financial holding companies or mixed financial holding companies they audit. The provisions of Book VIII of the Commercial Code apply to the statutory auditors of any credit institution, finance company, investment firm, parent undertaking of a finance company, financial holding company or mixed financial holding company.

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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