Monaco

The principality of Monaco is a tiny city-state on the Mediterranean Sea and surrounded by France, although the Italian Riviera lies a few kilometres farther east.

This is the second smallest independent state in the world (after the Vatican) and is almost entirely urban. The country is divided into four areas: Monaco-Ville (the old city), the Condamine (port quarter), Monte-Carlo (business and recreation), and Fontvieille (recreation and light industry). With no natural resources to exploit other than its location and climate, the principality has become a resort for tourists and a tax haven for businesses. Monaco is six times the size of the Vatican and the world’s most densely populated independent country.

There are three types of company that can be incorporated in Monaco:

  1. Societe Anonyme Monegasque (SAM)
  2. Societe a Responsabilite Limitee (SARL
  3. Societe en Commandite par Actions (SCA)

We offer formations for SAM and SARL companies

A Monegasque SARL is a limited liability company formed between at least two shareholders that must be engaged in commercial activities (activities commerciales). The shareholders liability is limited to the amount of their individual investments in the company.

The director called the grant (there can be one or more) of the SARL is usually a natural person. He can be appointed either amongst the shareholders or outside the company. It is generally required that he resides in Monaco or in the nearby region. It is not the case of dormant shareholders.

A Societe Anonyme Monagasque (or SAM company) is a joint stock company that can carry out commercial or civil activities (activites commerciales ou civiles). It has two or more shareholders (who are deemed to be anonymous).

Banks and financial institutions are by law SAM companies. As like other companies (except for the SCP) the license for a SAM company is submitted for the Governments authorisation.

It will generally be authorized by the Government only if it justifies of a prospective minimum annual turnover (higher than for the other companies or partnerships), of premises of a certain capacity and of a minimum number of staff, or if it is part of a prestigious group.

Bearer shares are not allowed unless the company is listed on a recognized foreign stock exchange.

A SAM company must have a minimum of two shareholders (actionnaires) and directors (administrateurs), who do not have to reside in Monaco or in the nearby region. One or more of the directors may be appointed as a managing director (administrateur ).

Two Monegasque external auditors should be appointed.

The shares are said to be freely negotiable. This means that, unlike SARL, SNC and SCS, they can be transferred without the Governments authorization.