Setting up a branch in France requires registration with the Registre du Commerce et des Sociétés (RCS), France's central commercial register. The process demands that Portuguese or English corporate documents be submitted in French, and the certification standard applied to those translations is strict. Errors or uncertified translations at this stage can delay registration by weeks.
What the RCS Requires from a Foreign Company
The RCS is administered by local commercial courts across France. Any foreign entity establishing a succursale (a branch without separate legal personality) or a filiale (a subsidiary with its own legal identity) must submit documents proving the parent company's legal existence in its home country.
The documents typically required include:
- Certificate of incorporation or commercial register extract
- Consolidated articles of association or company statutes
- Board or shareholder resolution approving the branch opening and appointing the legal representative in France
- Power of attorney granted to the representative, where applicable
- Identity documents for directors or managers
All documents issued in a language other than French must be accompanied by a French translation. The RCS does not accept uncertified bilingual documents.
Which Type of Translation the RCS Accepts
The most common cause of delay is presenting the wrong type of translation. The RCS requires, as a general rule, translations produced by a traducteur assermenté: a sworn translator registered with the official lists maintained by French courts of appeal. These translations carry legal probative value and are recognised by administrative and judicial authorities throughout France.
Three categories matter here:
- Uncertified translation: produced by any translator, without formal certification. Not accepted by the RCS for corporate documents.
- Certified translation (non-French standard): includes a translator's declaration of accuracy. Valid in some administrative contexts outside France, but does not meet the assermentation requirement.
- Sworn translation by a traducteur assermenté: the standard the RCS expects for corporate registration documents.
In practice, the company needs a translation provider with access to registered assermentés or an established network in France. Translators based outside France can hold French sworn status, but this must be verified for each assignment.
Some greffes also accept apostilled translations when the source document has been authenticated under the Hague Convention. This applies mainly to notarial documents. The exact requirements should be confirmed with the greffe of the tribunal de commerce in the district where the branch will be registered, as local practice can vary.
Documents That Need Translation and Key Points of Attention
The commercial register certificate is the document most directly equivalent to the French extrait Kbis. Its translation must accurately reflect the company's legal name, registered object, share capital, registered office, and the powers of its representatives. Any discrepancy between the source document and the translation can prompt questions from the greffe and suspend the process.
The articles of association require particular care. This is a technical legal document with specific terminology, and a poor translation can introduce ambiguity about the company's governance structure or the scope of representation.
Other points worth noting:
- Date formats: French legal documents typically write the month in full. The translation should follow local conventions.
- Corporate officer titles: terms such as "director", "sole administrator", or "board of directors" have specific French equivalents that are not interchangeable.
- Cross-references within statutes: article references in the translation must correspond to the numbering in the source document.
- Document validity: the RCS may reject certificates older than three months. Check the issue date before ordering the translation.
Companies that have registered in other markets will recognise the general documentary logic, but France's certification requirements are specific and should not be assumed to match those of other jurisdictions.
Apostille: When It Is Required and When It Is Not
An apostille under the Hague Convention authenticates the origin of a public document, but it does not certify the translation itself. France and Portugal are both signatories to the Convention, so apostilles issued in Portugal are recognised in France.
For notarial documents accompanying the registration file, such as a notarised power of attorney, the RCS may require an apostille on the original before accepting the translation. For commercial register certificates issued by public authorities, an apostille may not be required, though practice differs between greffes.
In Portugal, apostilles on notarial documents are obtained from the Câmara dos Notários; on court documents, from the issuing court; on commercial register certificates, from the Conservatória do Registo Comercial.
How M21Global Supports Branch Openings in France
M21Global has worked on PT-FR and EN-FR corporate and legal translation for over 20 years, with direct presence in France and more than 300 million words translated. The business translation service includes ISO 17100-certified workflows with independent review and a dedicated project manager, suited to the documentary standards the RCS applies.
For projects with fixed deadlines tied to the branch incorporation timeline, the team can advise on the applicable certification requirements for the specific greffe and adjust delivery accordingly. Request a quote for your France registration file at m21global.com.
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Frequently Asked Questions
Does the French RCS accept translations certified by translators outside France?
Generally, the RCS requires translations by traducteurs assermentés listed with French courts of appeal. A certified translation produced by a translator without that registration may not be accepted. Requirements should be confirmed with the relevant greffe before submitting documents.
Is an apostille always required on Portuguese documents for the RCS?
Not always. Apostilles are typically required for notarial documents but may not be mandatory for commercial register certificates. Practice varies between greffes, so it is advisable to check requirements before beginning the process.
How long are commercial register certificates valid for RCS purposes?
The RCS commonly rejects certificates older than three months from the date of issue. Documents should be obtained close to the submission date and sent for translation without delay.
Can the same sworn translation be used for the RCS and other French authorities?
Yes, provided the translation was produced by a registered traducteur assermenté and the source document has not been amended. If the articles of association or other documents are updated after the initial translation, a new translation of the revised version is required.
What is the difference between a succursale and a filiale for RCS registration purposes?
A succursale is a branch of the foreign company without its own legal personality, directly tied to the parent entity. A filiale is a subsidiary incorporated under French law with its own legal identity. The registration process and required documents differ between the two structures.
