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1. What is a general partnership (SNC)?

La general partnership Is a company where the liability of the partners is Solidary and Indefinite. It must consist of at least two partners.

By solidarity, it is understood that a creditor can sue a single partner for the totality of a debt.

By indefinite, it is understood that the partners are responsible for all of their personal assets.

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2. How to set up a general partnership?

SNC minimum capital?

There is no minimum amount required to build up capital.

You have to fill out a form: the M0. The latter must be sent to the department's business formality center, along with supporting documents.

⇢ In order to facilitate the creation of your SNC, we provide you with a free customizable SNC status template.

The mission of the partners is to draft the articles of association of the company establishing the operating procedures. This should include:

• The common goal pursued by society;
• The contribution of each of the partners;
• The distribution of benefits;
• The responsibility of the partners.

Subsequently, the general partnership must be registered in the Trade and Companies Register (RCS) at the registry of the commercial court in whose jurisdiction the company's head office is located.

Finally, the creation of the SNC must be announced in a notice of establishment with the Journal d'Annonces Lactales.

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3. What are the costs of setting up a general partnership (SNC)?

This constitution involves fees. First of all, it costs around 200 euros to publish an ad in a legal advertising newspaper. Then, the registration in the trade and companies register is 39.42 euros. And finally, registration in the register of trades for artisans only costs 130 euros.

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4. What are the advantages and disadvantages of a general partnership?

The advantages of an SNC:

The general partnership is less expensive than another type of limited partnership with shares having the same characteristics but offering the possibility of opening its capital to external investors.

Since SNC's income is considered personal income, it can benefit from tax credits specific to natural persons.

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The disadvantages of an SNC:

The main disadvantage is the indefinite responsibility and Solidary debt of society.

As mentioned above, a creditor can turn against a partner regardless of the actions committed by the partner and it is up to the latter to then turn against the other partners or the company itself.

In addition, regardless of the amount of the contributions, each partner is responsible for the debts of the company on his personal assets.

As for the shares, they are not freely transferable and the transfer must involve Unanimity partners to be validated.

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5. What is the fiscal and social regime of an SNC?

The SNC tax regime:

A general partnership is not taxed under corporate tax (IS), it is subject toincome tax. In fact, the partners indicate, in their tax return, the share of the profits made by each in the category of industrial and commercial profits (BIC) in the context of an industrial and commercial activity or, in non-commercial profits (BNC) if it is an agricultural or non-professional activity.

Good to know : It is possible to adopt the corporate tax regime under the same conditions as the SARL, i.e. 15% up to 38,120 euros in profits then 33.33% on the upper bracket. However, once this decision has been made, there is no turning back.

The SNC social regime:

All the partners have the quality of traders. The latter depend on the social security of the self-employed.

As for non-associated managers, they are assimilated to employees and fall under the general social security regime.

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6. What is the management mode of a general partnership?

The company is managed by one or more partners (third party or partner), all partners are managers unless otherwise provided by statute.

While there is no question of statutory limitations, any person qualified as a manager has the power to act in the name and on behalf of the company.

The partners meet at least once a year for a general meeting. Decisions are taken unanimously or there is a contrary statutory provision.

However, some decisions must be adopted unanimously. Such is the case of the dismissal of an associate manager, the transfer of shares and the transformation of the company into a SAS.

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7. What is the distribution of the profits of a general partnership (SNC)?

It is the general meeting to approve the accounts that allows the payment of dividends, that is to say, the distribution of profits.

As in other social forms, dividends only exist legally when the general meeting of partners deciding on the annual accounts notes the existence of profits and decides to distribute them (Com., December 14, 2010, No. 09-72267).

As mentioned above, the profits made are taxed directly at the level of the partners in consideration of the share they hold in the share capital.

Learn more about the subject by reading our article on corporate social responsibility (CSR).