Setting up in France: choosing a structure around the actual business
Published 27/06/2023 · Updated 08/09/2026 · Houssen Issouf Aly, French chartered accountant
Crypto-assets · Companies · Directors
Practical guidance for companies and directors. Revised on 7 September 2026.
Original article: 2023-06-27 · Houssen Issouf Aly · HODL Consulting
Start with operations rather than a label
A foreign business planning a French presence should first describe what people will do locally: prospect, negotiate, sign, deliver, recruit or collect payments. These facts drive the legal, accounting and tax questions. A French address alone does not describe the operation.
Business France outlines several establishment options, including a liaison office, branch and subsidiary. They are alternatives to assess against the project, not a mandatory sequence. Involve advisers in the relevant countries.
Understand the main distinctions
Liaison office
Bpifrance describes a preparatory or auxiliary presence without separate legal personality or its own commercial activity. It should not conclude commercial contracts. Hiring can still require employment formalities; the label does not protect activities outside that scope.
Branch
A branch can operate commercially but is not a separate legal person from its head office. This does not provide a general VAT exemption. Assess the French transactions and obligations.
Subsidiary
A subsidiary is a separate company. Consider funding, authority, group relationships and its own obligations, rather than incorporation cost alone.
Prepare a decision file
Compare the alternatives using the same operational information:
- Products, services and intended customers.
- People in France and their actual authority.
- The entities signing contracts and issuing invoices.
- Premises, equipment and local suppliers.
- Bank accounts, currencies and payment methods.
- Flows between the French operation and head office.
- Recruitment, timing and launch budget.
- Activity-specific regulatory constraints.
Record unresolved questions and the adviser responsible for each. Keep the reasoning behind the decision so it can be revisited when operations change.
Design the accounting workflow early
Agree evidence, language, formats, accounting currency and reconciliation with group reporting. Set a calendar for invoices, expenses, banking and payroll. Assign approval and document retention for transactions between entities.
Corporate tax, VAT, permanent establishment and transfer pricing require their own analysis of facts and applicable rules, including relevant treaties. A conclusion about one internal flow cannot be applied to every sale.
Where crypto-assets are involved, identify their legal owner, wallets, platforms and valuation sources. Group reporting and local accounts must reconcile without mixing parent, subsidiary and directors’ holdings.
Walk through a realistic example
Fictional example: two people work in France for a foreign company. One presents its product; the other negotiates and signs contracts. Calling the team a representative office in a budget does not determine its treatment. Document the actual authority, sales process and resources.
Then follow one invoice through contract, issue, payment, fees, evidence and accounting. Resolve gaps before the process is repeated at scale.
Bring the right information
Can the decision rely on a tax rate?
No. Compare the overall structure, flows, staffing and obligations.
Does a liaison-office label provide an unconditional three-year period?
No such period should replace an assessment of actual and changing activities.
Bring a group chart, sample contract and budget. Read about international support, payroll and business crypto accounts, then contact the firm.