Conversion auditor (commissaire à la transformation)

Conversion auditor report, signed within 48 hours

Your SARL (private limited company), EURL or civil company is becoming an SAS (simplified joint-stock company), an SASU or an SA (public limited company). It has no statutory auditor, so French law requires one to be appointed for the conversion. We issue the single report expected by the general meeting and by the commercial court registry.

from €550 excl. VATSARL or EURL to SAS
48 hoursafter receiving the complete file
8 daysbefore the meeting, at the registered office

Choose your transaction

Conversion of an SARL or EURL into an SAS or SASU

from €550 excl. VAT48 hours from receipt

Value of the company's assets, special benefits, equity at least equal to share capital, and the company's situation.

L.224-3, R.224-3, L.223-43

Conversion into a public limited company (SA)

Quote on request5 days from receipt

The same engagement, adapted to the company's assets and to the requirements of an SA (minimum share capital of €37,000).

L.224-3, L.225-1

Civil company, SNC or other form becoming a joint-stock company

Quote on request5 days from receipt

An SCI, SCP, SNC or civil company becoming an SAS or SA also requires a conversion auditor.

L.224-3 French Commercial Code

Is a report required in your case?

Report required

  • Your company has no statutory auditor and is becoming an SAS, SASU, SA or SCA.
  • This is the most common conversion: an SARL or EURL becoming an SAS or SASU.
  • A civil company (notably an SCI) or an SNC adopting a joint-stock form.

No report to order

  • Your company already has a statutory auditor: that auditor issues the report.
  • The company is becoming an SARL or a partnership: no conversion auditor is required under Article L.224-3.
  • The conversion has already been approved: a report issued afterwards does not regularise the meeting.

Not sure? The three-click report finder will tell you, or describe your transaction: we check it free of charge.

What the report covers

The conversion auditor assesses, under their own responsibility, the value of the company's assets and any special benefits (Art. L.224-3 French Commercial Code). They certify that equity is at least equal to share capital (Art. R.224-3). For an SARL, the same auditor also issues the report on the company's situation required by Article L.223-43: you receive a single report, ready for filing.

It is neither an audit of the accounts nor a valuation of the business. The work covers the latest balance sheet, provisions, off-balance-sheet commitments and subsequent events that could reduce equity. If the last year-end is more than six months old, interim accounts are needed in practice.

Who appoints the auditor

The conversion auditor is appointed unanimously by the shareholders, or failing that by the court. Conversion into an SAS requires the unanimous consent of the shareholders in any event (Art. L.227-3). We send you a template appointment decision with the quote, for your lawyer.

How the engagement runs

  1. Written quote within 24 working hours
    Fixed price, timing and the exact list of documents, once our independence has been checked.
  2. Engagement letter and payment
    Online signature, payment by card or bank transfer.
  3. Upload of documents
    Articles of association, latest accounts, interim accounts if needed, draft SAS articles and draft minutes.
  4. Review and questions
    Questions grouped and sent once, to you or your accountant.
  5. Signed report
    Signed PDF, ready to be kept at the registered office and filed with the registry.
  6. Meeting and formalities
    Your lawyer or legal services provider files the case on the INPI one-stop formalities portal.

Statutory timeline

StepDeadlineLegal basis
Appointment of the auditor (unanimous)Before the engagement startsL.224-3
Report available to shareholders at the registered officeAt least 8 days before the meetingR.224-3
Report filed with the registryAt least 8 days before the meetingR.123-105
Extraordinary general meeting (EGM)Day D — unanimity for an SASL.227-3
Formalities, legal noticeWithin the following monthINPI one-stop portal

Your timeline, counted back from the meeting date

Deadlines calculated instantly, statutory notice periods included.

Secure this timeline — free quote →

Working days, excluding public holidays. Lead times run from receipt of a complete file. Based on the French Commercial Code; your articles of association may provide for longer notice periods.

Documents to provide

  • Up-to-date articles of association and Kbis extract
  • Last three balance sheets and income statements (or since incorporation)
  • Interim accounts if the year-end is more than six months old
  • General ledger or trial balance for the latest period
  • Draft SAS articles of association and draft minutes
  • List of off-balance-sheet commitments (guarantees, leases, pledges)

The final list, tailored to your file, is set out in the quote.

What the price includes

Included

  • Single report under L.224-3 / R.224-3 / L.223-43
  • Template appointment decision
  • Liaison with your lawyer or accountant
  • Signed PDF, and a paper copy on request

Not included

  • Drafting of the articles and minutes (your lawyer or legal services provider)
  • Formalities on the one-stop portal and legal notice
  • Preparation of the interim accounts (your accountant)

Frequently asked questions

Is a conversion auditor required to convert an SARL into an SAS?

Yes, when the SARL has no statutory auditor. Article L.224-3 of the French Commercial Code applies to any company without a statutory auditor that converts into a joint-stock company, including an SAS or SASU.

How long before the meeting must the report be ready?

The report must be available to shareholders at the registered office at least 8 days before the meeting (Art. R.224-3) and filed with the registry within the same period. Allow at least ten working days between ordering and the meeting.

Can our accountant act as conversion auditor?

No. The auditor must be a statutory auditor independent of the company. Your accountant prepares the accounts and interim accounts; we review them.

How much does a conversion auditor cost?

With us, from €550 excl. VAT for an SARL or EURL becoming an SAS or SASU. Conversion into an SA starts at €2,370 excl. VAT; conversion of a civil company is priced on a quote within 24 working hours.

What if equity is lower than share capital?

The auditor cannot certify that equity covers share capital. As a rule, share capital must first be reduced or equity restored. We flag this as soon as we review the balance sheet, before the meeting date.

Further reading

Is your general meeting coming up? Describe your transaction.

Type of transaction, legal form of the company, amount, date of the general meeting: that is all we need. You receive a fixed price, a lead time and the exact list of documents within 24 working hours.

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