This article is about the French market and French Jewish laws. They are not applicable in other countries.

More than ever, e-commerce is seductive. The sector's figures are promising: in 2023, e-commerce sites recorded over 573 million transactions, representing annual growth of 5.2% (source: Fevad, 2023). To achieve the same success, many sellers are starting to create an online sales site... And all are concerned by a crucial choice. The choice of legal status.

Without a legal status, it's impossible to operate legally. So which status should you choose? Micro-entreprise, EIRL, EURL, SASU, SARL, SAS... The choices are numerous. And the final decision influences not only the day-to-day running of the business, but also its long-term growth. Want to know more? Follow the guide!

Micro-entreprise, SASU, SAS... What are the legal forms?  

To open your own online store and become an e-commerce vendor, there are a number of different schemes available to you. In particular :

• Micro-enterprise (formerly known as auto-entrepreneur status)
• Sole proprietorship (EI, formerly known as EIRL)
• Single-member companies (SASU or EURL)
• Multi-partner companies (SARL or SAS).

Each legal status has its advantages and disadvantages. Let's talk about them.

Micro-business

Micro-enterprise is probably the simplest (and least expensive) legal status for testing an online business. But be careful! The sales threshold is limited, as is the credibility of this system in the eyes of your partners or potential customers.

To sum up :

Micro-business
Benefits	Disadvantages
Quick and easy to set up. Streamlined accounting and tax management, 12.8% sales tax. Not subject to VAT. Access to grants and exemptions under certain conditions. Compatible with salaried activity.	Taxed on total sales, without taking actual profits into account. Sales ceiling of €188,700, limiting expansion, especially in e-commerce. No deduction of business expenses or VAT on purchases. Restrictions on association and hiring linked to sales. Less credibility with customers vs. established businesses.

Sole proprietorship (EI)

Even though the sole proprietorship has no legal personality, it is a "real" business, unlike the previous status. The classic IE makes up for some of the shortcomings of the micro-enterprise, as it allows you to increase the sales ceiling, deduct all expenses, improve your credibility...

But since 2022, business assets have been redefined under this status, merging with personal assets. This means you are less protected if you stop working! There are other criteria to take into account:

Sole proprietorship
Benefits	Disadvantages
Easy transition to sole proprietorship for growth. Creation without initial investment, easy access to entrepreneurship. More elaborate but simplified management than micro-enterprise. Liability limited to business assets since 2022. Choice of corporation tax (IS) for tax flexibility.	Higher taxation than other statuses. Income tax based on actual income, unless option for corporation tax. Self-employed status (TNS), without employee status. Limitations on partnership or association. Less credibility with investors.

Single-member companies (EURL and SASU)

To launch an e-retail business, many entrepreneurs turn to setting up a company. With a one-person company, assets are better protected, the transfer of shares is simpler and credibility is even greater with these statutes. A distinction is made between the EURL and the SASU. The EURL is a single-partner SARL, as is the SASU for the SAS.

However, with this type of legal structure, formalities and costs are more complex: drafting of bylaws, advanced accounting, publication of a legal incorporation announcement in a newspaper... Here are details of the advantages and disadvantages of these two single-member statutes:

EURL and SASU
Benefits	Disadvantages
Asset protection through limited liability. Simplified management thanks to a single partner. Enhanced image and reliability with partners. Tax flexibility, choice of tax regime. Specific social security coverage for the manager. Easy transfer of shares. Potential for development, opening up to new partners or transformation.	More cumbersome formalities: creation, management and annual filing of accounts. Increased costs: incorporation, advanced accounting, legal fees. Fiscal/social rigidity: restricted tax/social regime changes. Taxation of SASU profits: taxation even without distribution. SASU social security charges: higher than self-employed costs.

Multi-partner company: SAS

The SAS (Société par actions simplifiée - simplified joint-stock company) is a flexible and interesting legal status, particularly for launching an online sales company with several associates. This status offers great freedom of action. What's more, you no longer need to appoint a statutory auditor or set a minimum share capital.
This legal model allows you to grow while bringing in investors and protecting your assets. However, financial costs are high, and administrative management is rigorous.

SAS
Benefits	Disadvantages
Great contractual freedom for agreements and contracts. Asset protection through limited liability. Executive social security coverage equivalent to that of an employee. Corporate income tax at 25% for precise tax planning. Start-up possible without high initial capital, from as little as €1.	Demanding set-up, complex articles of association to draw up. High start-up costs, potentially > €1,000 with professional support. Significant financial charges, especially for salaried managers. Cumbersome and rigorous accounting/administrative management.

Multi-partner company: SARL

44% of e-traders choose the SARL status (source: e-Komerco study, based on over 5,000 companies). This is by far the most popular form of business for online store creators! It is particularly suitable for projects launched by several partners.

Each person's liability is limited to his or her business assets. But beware of the TNS (Travailleur Non Salarié) status, which is very rigid, with heavy social charges. Administrative formalities are also considerable. Here's an overview of the advantages and disadvantages:

SARL
Benefits	Disadvantages
No initial capital required. Limited liability. Single-member SARL possible. Regulatory security. Tax advantages. Social protection for manager. Collaborating spouse authorized. Ideal for family projects. Financial auditor not required. Company control via approval.	Restrictions on the number of partners in an LLC Conditions that may prove restrictive The social security system applicable to the majority shareholder The complexity of integrating new members into the capital Distributed profits are subject to social security charges.

So, are you ready to make your choice? When you create your e-shop on Rakuten France, you'll need to choose the status of your choice. This is essential for registering and selling your products on our marketplace. Recently, the SDE (Société de Droit Étranger) status is also available, in the "Status Selection" section. Click here to find out more and become a seller:

 

 

How much does it cost to set up an e-commerce business?

Is your e-commerce site project coming to fruition? Congratulations! Whether you choose to open your own website or join a marketplace like Rakuten, there are a few steps you need to take before you can launch. Like defining your business plan, including your projected budget. 

Indeed, the costs of setting up a business are mainly linked to the creation of the website, external purchases, logistics... The price of an e-commerce site ranges from 900 to 10,000 euros, depending on the scale of your project. The purchase of a domain name ranges from 10 to 50 euros per year. Other costs may be added, depending on your decisions, but don't forget the last one: the cost of legal status.

On average, setting up a SAS, SASU, SARL or EURL costs between 220 and 300 euros (including compulsory legal advertising and registration with the Registrar). Add at least 500 euros if you use the services of an accountant or chartered accountant.

With micro-enterprises, you don't have to pay any fees in advance. The cost of creating the status is free.

What are the registration stages?

For micro-businesses :

1. Choice of status: Check that your activity is eligible for the auto-entrepreneur scheme.
2. Declaration of commencement of activity :

• This declaration is made online on the official URSSAF website, for commercial and craft activities, or on the Chamber of Commerce and Industry (CCI) website for commercial activities, and on the Chamber of Trades and Crafts (CMA) website for craft activities.
• For liberal professions, you need to register on the URSSAF website or the auto-entrepreneurs portal.

1. Registration :

• Registration with the Registre du Commerce et des Sociétés (RCS) for traders, or with the Répertoire des Métiers (RM) for craftsmen, is automatic and free of charge.
• Self-employed professionals are registered with URSSAF.

1. Obtaining a SIRET number: A SIRET number is assigned to you after registration, and is essential for starting your business. After that, you can set up your online store... and sell your first products!

For SARL, SAS, EURL, SASU :

1. Drafting by-laws

• SARL/EURL : These bylaws must define the company's organizational rules, the partners' contributions, the distribution of profits, and decision-making procedures.
• SAS/SASU: These bylaws offer greater freedom in terms of organization and operation. However, it's best to draw up the articles of association with the help of a professional!

2. Filing of share capital

• The capital must be deposited in a blocked account opened in the company's name with a notary, a bank or the Caisse des Dépôts et Consignations.

3. Publication of a notice of incorporation

• A legal announcement of the company's incorporation must be published in a legal gazette in the département where the registered office is located.

4. Registration of articles of association

• The signed articles of association and associated deeds must be registered with the Service des Impôts des Entreprises (SIE), if contributions in kind are made or if registration duties are due.

5. Obtaining the necessary supporting documents

• Proof of registered office, non-conviction of the manager or chairman, and registration with the Registre du Commerce et des Sociétés (RCS).

6. Declaration of beneficial owners

• Individuals holding more than 25% of the capital or voting rights are required to file a declaration with the Clerk of the Commercial Court.

7. Registration with the Trade and Companies Registry (RCS)

• The registration file, including articles of association, supporting documents and completed forms (M0 for a SARL/EURL, M0' for a SAS/SASU), must be submitted to the Centre de Formalités des Entreprises (CFE) or directly to the commercial court clerk's office.

8. Obtaining a Kbis certificate

• This official document attesting to the legal existence of the company is issued by the commercial court clerk's office after registration. Then you're free to do business and sell your products online!

Examples of company types by legal status

Would you like to set up a company, but don't know which status to choose? Here are a few examples to help you decide:

Micro-entreprise (auto-entrepreneur scheme)

• Example: A professional photographer operating alone, a jewelry sales website,an e-commerce site for handmade candles... This status is ideal for sole traders who want to simplify their administrative and tax procedures as much as possible, while keeping sales within the limits of the scheme.

SARL (limited liability company)

• Example: A local bakery run by several partners. This type of company is ideal for small and medium-sized businesses that wish to benefit from liability limited to their contributions.

SAS (simplified joint-stock company)

• Example: An innovative technology start-up, such as a SaaS solution. The organizational flexibility of this status allows a free distribution of powers between shareholders.

EURL (Entreprise Unipersonnelle à Responsabilité Limitée)

• Example: A self-employed consultant. The EURL is the single-person version of the SARL, perfect for the sole trader wishing to limit personal liability.

SASU (Société par Actions Simplifiée Unipersonnelle - one-person simplified joint-stock company)

• Example: A freelance software developer. The SASU offers a one-person structure with all the advantages of the SAS, such as freedom of management and liability limited to the amount of the contribution.

Ready to create your online store?

Does the adventure of e-commerce appeal to you? You're not alone. On our Rakuten marketplace, more than 12,000 professional sellers have created their own e-shops to sell products online. The results? Our 13 million loyal buyers put their trust in them, in complete simplicity and security, on a single digital marketplace.

Would you like to launch your own e-shop? You now have all the keys you need to choose your legal status, then take the necessary administrative steps. Then join Rakuten France, to boost your sales right from the start: