Difference between S.A.R.L. & S.A. in French Speaking Countries
Société anonyme (S.A.) and Société A Responsabilité Limitée (SARL) are French terms for a public limited company (PLC) and Limited Liability Company (LLC) respectively. This system exists in several French speaking countries around the world, including France, Luxembourg and Switzerland. Requirements for both types of offshore companies are as follows:
| S.A. (Public Limited liability Company) | S.A.R.L. (Company with Limited Liability) | |
|
Number of shareholders: |
1 natural or legal person. |
1 natural or legal person. |
|
Company name |
Must state its legal form: SA. |
Must state its legal form: SARL. |
|
Minimum share capital |
100,000 CHF with a minimum of 50% subscribed (50 000) |
20 000 CHF must be fully subscribed. Without a maximum. |
|
Contribution in kind |
Possible |
Possible |
|
Nominal value of shares / members shares |
At a minimum of 1 cent. |
At a minimum of 100 francs. |
|
Local directors |
A director with individual signing powers must be domiciled in Switzerland. |
A director with individual signing powers must be domiciled in Switzerland. |
|
Accounting/Auditing |
Accounting is compulsory, but auditing is not required. If the company does not want to be audited it must apply for “opting out”. |
Accounting is compulsory, but auditing is not required. If the company does not want to be audited it must apply for “opting out”. |
|
Liability of the shareholders. |
Limited to the share capital. |
Limited to the shares. |
|
Appearance |
Anonymous shareholders. |
The names of the members appear in the local commercial register. |
|
Conversion |
Can be converted into a SARL company at any time. |
Can be converted into a SA company at any time. |
|
Transfer of shares |
Simple cession. |
Signature of the sales contract of shares before a notary. |
We can help you incorporate your SARL company in Switzerland.
