Share capital transactions

Interim dividend: conditions, certified balance sheet and timeline

Interim dividend in France: Art. L.232-12 conditions, interim balance sheet certified by a statutory auditor, amount, risks and timing. From €590 excl. VAT.

By Loïc Verron, statutory auditorUpdated 8 October 20267 min read
  • An interim dividend (acompte sur dividendes) requires an interim balance sheet certified by a statutory auditor, showing a distributable profit (Art. L.232-12, para. 2 French Commercial Code).
  • The rule applies to all commercial companies: SA, SAS, SASU, SARL, EURL. Where no auditor is in office, a statutory auditor is appointed for this purpose.
  • The amount is capped at the profit made since the previous year-end, after prior losses and the legal reserve, plus retained earnings. Reserves are excluded.
  • Otherwise, the interim dividend is a fictitious dividend, a criminal offence for the company's managers.
  • Price from €590 excl. VAT. Report signed within 48 hours of receiving the complete file.

An interim dividend allows part of the current year's profit to be distributed without waiting for the general meeting that approves the accounts. The request often comes from a shareholder-manager with a personal cash need, or from a holding company that must meet a loan repayment. The transaction is lawful and common. It is also one of the most tightly regulated in French company law, because it brings forward the distribution of a profit not yet confirmed by approved accounts.

When is this report mandatory?

Article L.232-12, paragraph 2, of the French Commercial Code is one of the provisions common to all commercial companies. It permits interim dividends before the accounts are approved where a balance sheet, drawn up during or at the end of the financial year and certified by a statutory auditor (commissaire aux comptes), shows a distributable profit (bénéfice distribuable).

Certification is therefore required in every case, whatever the size of the company. If your company already has a statutory auditor, that auditor certifies the interim balance sheet (bilan intermédiaire). If it has none, as is the case for most SAS (simplified joint-stock company) and SARL (private limited company) entities, the prevailing view in legal commentary and practice is to appoint a statutory auditor for this purpose, for this transaction only. Its engagement does not extend to auditing the annual financial statements.

When the report is not needed

  • Distribution after the general meeting approving the accounts: if the need can wait until the accounts are approved, the general meeting distributes the dividend on the basis of the approved accounts. No interim balance sheet, no specific certification.
  • Distribution of reserves: drawing on available reserves requires a general meeting decision, not an interim dividend.
  • Non-commercial companies (sociétés civiles): no legislation governs interim dividends; the articles of association apply.

In all honesty, the timeline is often as follows: if your annual general meeting is a few weeks away, an interim dividend adds nothing. It makes sense during the financial year, when the profit is already significant and the distribution cannot wait.

What the statutory auditor checks

The statutory auditor certifies the interim balance sheet. Its procedures cover:

  • the proper preparation of the accounts: application of the same methods as for the annual financial statements, inventory, cut-off, depreciation and provisions at the balance sheet date;
  • the reality of the profit made since the previous year-end, after depreciation and provisions;
  • the calculation of the cap: profit for the period, less prior losses and amounts to be allocated to the legal or statutory reserve, plus retained earnings;
  • the absence of any subsequent event that would call the certified profit into question.

According to a CNCC (French national institute of statutory auditors) position reported in September 2026, retained earnings may be added to the profit for the period; available reserves, however, cannot be used as a basis for an interim dividend.

The engagement, step by step

  1. Quote: you give the year-end date, the date of the interim accounts and the intended amount. Written reply within 24 working hours.
  2. Engagement letter: confirmation of our independence, signature, then appointment of the statutory auditor for this purpose by the company.
  3. Documents: your accountant sends the interim balance sheet, the trial balance and supporting documents.
  4. Procedures: testing of significant items, provisions, the result and the calculation of the distributable amount.
  5. Signed certification report: within 48 hours of receiving the complete file.
  6. Distribution decision: the competent body sets the amount and date of the interim dividend (Art. R.232-17 French Commercial Code for the SA and SARL; articles of association for the SAS).
  7. Payment and tax return for the distribution.
  8. Allocation: the general meeting approving the year's accounts sets the interim dividend against the dividend for the year.
StepDeadlineLegal basis
Date of the interim balance sheetDuring or at the end of the financial yearArt. L.232-12, para. 2 French Commercial Code
Certification of the balance sheetBefore the distribution decisionArt. L.232-12, para. 2 French Commercial Code
Decision of the management bodyAfter certification; sets the amount and dateArt. R.232-17 French Commercial Code
Return and payment of the withholdingWithin fifteen days of the end of the month of paymentForm 2777-SD
Allocation against the dividendGeneral meeting approving the year's accountsArt. L.232-12 French Commercial Code

No general meeting is needed to decide the interim dividend: this is what makes it quick. The practical timeframe depends mainly on the accountant producing the interim balance sheet. Reliable monthly or quarterly closings save several days. To set the payment date, see the timeline page.

Documents to provide

  • Up-to-date articles of association and Kbis extract (company registration certificate).
  • Latest approved annual financial statements and minutes of the allocation of profit.
  • Interim balance sheet and income statement, with simplified notes and a trial balance at the same date.
  • General ledger for the period, bank reconciliations and fixed asset register.
  • Calculation of depreciation, provisions and corporate income tax for the period.
  • Calculation of the distributable amount and draft decision of the management body.
  • Management representation letter on subsequent events.

How much does the certification of an interim dividend cost?

The engagement is offered from €590 excl. VAT. The price varies with:

  • the balance sheet total and the volume of entries for the period;
  • the quality of the interim accounts (full closing or a simple trial balance);
  • the existence of inventories, work in progress or significant provisions;
  • the presence of subsidiaries or equity investments to be assessed.

The simulator on the pricing page gives you an immediate estimate; the quote fixes the price before any commitment. For tax purposes, the interim dividend follows the dividend regime: for an individual shareholder in 2026, 12.8% income tax and 18.6% social security contributions, unless the progressive scale is elected.

If the transaction is part of a wider project, such as a share capital reduction not due to losses, the Which report do I need? tool tells you which reports are required.

Frequently asked questions

Can an SASU with no statutory auditor pay an interim dividend?

Yes, provided that an interim balance sheet showing a distributable profit is certified by a statutory auditor. Where no auditor is in office, the prevailing view is to appoint one for this purpose before any distribution.

Is a chartered accountant's attestation enough to pay an interim dividend?

No. Article L.232-12 of the French Commercial Code requires a balance sheet certified by a statutory auditor. An attestation by a chartered accountant does not meet this condition.

Can an interim dividend be paid out of reserves?

No. The interim dividend is capped at the profit made since the previous year-end, net of prior losses and allocations to the legal reserve, plus retained earnings. Free reserves are distributed by decision of the general meeting.

What happens if the financial year ends with a loss after the interim dividend was paid?

An interim dividend properly paid, on the basis of a certified balance sheet showing a genuine profit, is not in principle called into question by a later deterioration in results.

Who decides to pay the interim dividend?

The management body: the board of directors or management board in an SA, the manager in an SARL (Art. R.232-17 French Commercial Code), the president or the body designated by the articles of association in an SAS.

How is the interim dividend taxed for an individual shareholder?

As a dividend. In 2026, the 12.8% non-final flat-rate withholding and social security contributions are declared and paid by the company on form 2777 within fifteen days of the end of the month of payment.

Loïc Verron
Registered statutory auditor (CRCC Paris), qualified French chartered accountant. He personally signs the firm's reports.

Sources and legal texts

  1. Lefebvre Dalloz (Open) – Dividends and interim dividends
  2. Kohen Avocats – Interim dividends (L.232-12, R.232-17, penalties L.241-3 and L.242-6)
  3. LexisVeille – Interim dividends: retained earnings allowed, available reserves not (CNCC)
  4. impots.gouv.fr – Form 2777-SD (2026)

Article up to date as at 8 October 2026, for general information only. It does not replace the review of your file by your lawyer or by the firm. Sources are in French.

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