Difference between raison sociale and dénomination sociale in a French company

Setting up a company involves registering with the RCS, the French Trade and Companies Register. At that point you provide a name that becomes the raison sociale or the dénomination sociale — the official name of your company. This name is permanent and appears on all your official documents. The raison sociale can differ from the trade name you later choose to use, which is more geared toward how your customers identify you.

Raison sociale or dénomination sociale?

“Raison sociale” applies exclusively to civil companies (sociétés civiles, except the SCP), while “dénomination sociale” applies to commercial companies (sociétés commerciales).

In short, dénomination sociale applies to SAS (simplified joint-stock company), SARL (limited liability company), EURL (single-member limited liability company), EI (sole proprietorship), etc.; raison sociale is reserved for SCI (real estate civil company), SCP (professional civil company), SCCV (property development civil company), SCEA (agricultural civil company), etc.

An association must also have a raison sociale. However, it does not need to be registered with the Trade and Companies Register.

It is therefore technically incorrect to speak of a “raison sociale micro-entreprise” or “raison sociale entreprise individuelle.” The correct legal term for this type of entity is “dénomination sociale.”

The exception for SCPs — Professional Civil Companies

Because there’s always an exception to the rule, the SCP (professional civil company) has a dénomination sociale, even though it is not a commercial company.

The raison sociale or dénomination, the first step toward setting up a company

Every company is therefore defined by its raison sociale or its dénomination sociale. Each one defines the signature that identifies a company. This legal attribute subsequently appears on the registration extract and the company’s articles of association, as well as on all its administrative and commercial documents: quotes, purchase orders, invoices, correspondence, legal notices on paper and on the website, etc.

The final decision on the name of the raison sociale or dénomination sociale is made when the company is registered with the Trade and Companies Register. You provide it on your company formation form — form MO or form PO — as well as on the extract published in a legal notices journal (journal d’annonces légales).

To represent your company’s raison sociale or dénomination sociale, you can use a logo or an acronym to shorten names that are too long.

Distinction between dénomination sociale and trade name

Your commercial company’s dénomination sociale can be completely different from its trade name. The former identifies your company from a legal standpoint, while the latter is often more explicit and aimed at customers.

The commercial sign (enseigne commerciale)

The commercial sign is meant to identify a business location and does not designate the business itself (fonds de commerce).

Franchised stores are the classic example of the difference between dénomination sociale and commercial sign. All stores in the same franchise share the same commercial sign and the same visual identity, wherever they are located in France or even abroad. This lets customers instantly recognize familiar signs. However, each operator registers their own unique dénomination sociale.

Trademark registration with the INPI

If you believe your brand should remain your property and you want exclusive rights to it, you must register it with the INPI (French National Institute of Industrial Property). A trademark is registered for 10 years and must be renewed if you want to keep it for your exclusive use.

The process is not free. Costs vary significantly depending on your criteria. If you think it’s worth protecting your brand, check the INPI’s fees.

If your trademark is registered, anyone who uses it can be taken to court. It is also possible to open disputes if plagiarism is suspected with a slightly modified trademark.

Conversely, you yourself can be sued if you use a registered trademark, which means you should do your research before choosing your company’s trade name.

Registering your trade name with the RCS

Your company’s trade name can be registered with the RCS at the same time as your dénomination sociale. It is then considered intangible, meaning it has no physical existence but represents a monetary value. It then belongs to your business (fonds de commerce).

The rules for determining your company’s dénomination or raison sociale

You are free to decide your dénomination or raison sociale. You can use terms related to your business, include your name and those of your partners, add numbers, or choose a name with no connection to your activity at all. Certain punctuation marks are prohibited (ellipses, for example), as are currency symbols (€, £, $…) or the asterisk (*).

Remember that this name will appear on your official documents, so avoid names that are too fanciful or that lead to ridiculous wordplay.

In all cases, you must stay within the bounds of the law. To be lawful and consistent with public order, your dénomination or raison sociale must not violate established conventions or regulations.

Furthermore, you cannot choose a name outside its proper scope: it is forbidden to use an expression linked to a regulated activity if the company does not actually carry out that activity. For example, it is forbidden to reference an activity related to medicine, banking, or architecture if you do not operate in that field.

Your dénomination or raison sociale must not already be in use. You can check this by searching the INPI database. Otherwise, you will be notified by the RCS, which will ask you to revise your company formation form.

How should you word your dénomination sociale?

Your company’s name must be preceded or followed by its legal form. It appears in the form “company name SARL” or “SARL company name,” for example. Since 2022, sole proprietorships have also been subject to this rule.

So your sole proprietorship must appear on your official documents in the form “my company EI” or “EI my company.” Micro-entrepreneurs (auto-entrepreneurs) are also covered by this requirement.

The dénomination sociale in your accounting software

Whatever type of company you run, the process is the same in your accounting software: when you enter your details, you must provide your dénomination sociale, followed or preceded by your legal form.

The software will then automatically display this on all the documents you generate.

Can you change a company’s dénomination or raison sociale?

It is always possible to change your company’s dénomination or raison sociale. That said, if you don’t enjoy administrative hassle, think carefully before naming your company!

If you decide to do so, you must consult your partners and hold an extraordinary general meeting. The decision is then recorded in the meeting minutes. If you are the sole manager, the decision is yours alone.

You will then need to amend your articles of association to record the change and report it to the RCS.

Finally, you must publish the change in a legal notices journal. This is a paid formality. The cost varies depending on the length of the notice and the journal chosen.