Key Sections

At what activity threshold must a French subsidiary appoint a statutory auditor (commissaire aux comptes)?

For a U.S. company setting up a French subsidiary (most often a SAS), it’s important to know when a statutory audit becomes mandatory, both for compliance and for governance. In France, audits aren’t limited to public companies. They’re mainly triggered by size thresholds. The statutory auditor is called a Commissaire aux Comptes (CAC).

A CAC appointment is generally required when the company exceeds two of the three thresholds below at year-end. These thresholds apply to financial years opened on or after January 1, 2024.

  • Total balance sheet (assets): €5 million.
  • Annual revenue: €10 million.
  • Average number of employees: 50.

If your French subsidiary exceeds any two of these three criteria, appointing a CAC becomes mandatory. The auditor is appointed for a fixed term of six consecutive financial years.

1. Special rules for controlled subsidiaries (groups)

One point that often surprises U.S. companies is that being part of a group can trigger the audit requirement earlier than the standalone thresholds.

Even if the French subsidiary doesn’t meet the general thresholds above, a CAC must be appointed if the subsidiary is controlled by a parent company (for example, your U.S. entity) and the subsidiary exceeds two of the following lower thresholds:

  • Total balance sheet (assets): €2.5 million.
  • Annual revenue: €5 million.
  • Average number of employees: 25.

In practice, this means an audit can become mandatory sooner than expected once the French entity sits inside a larger group.

2. Best practice: voluntary audit for governance

Many U.S.-backed scale-ups choose to appoint a CAC voluntarily, even before they hit the legal thresholds, for a few strategic reasons.

Investor confidence

First, investor confidence. An independent French statutory auditor can add credibility and rigor, which often helps with U.S. investor (VC/PE) or lender diligence.

Reporting assurance

Second, reporting assurance. A CAC validates the French statutory accounts (PCG), which typically feed into your U.S. GAAP consolidation process, making group reporting smoother and easier to defend.

3. Conclusion

The best approach is to track these thresholds early, especially in a controlled-group setup, so the audit requirement doesn’t catch you off guard.