1. SaaS optimal legal status: SAS quasi-systematic
Multi-founder SAS is the quasi-imperative status for European B2B SaaS startups.
SAS (Simplified Joint-Stock Company) is used by ~80-90% of European B2B SaaS startups per Dealroom 2024 statistics. Four structuring reasons. First, statutory flexibility for successive fundraises: investor entry in Seed/Series A without heavy statute modification, preferred share issuance, detailed shareholders' agreement. Second, BSPCE (Founder Share Subscription Bonds) accessible only to SAS and SA: critical lever to attract co-founders and early employees with capital shares.
Third, general Social Security regime for the president: health/maternity/retirement coverage aligned with salaried, compatible with ARE retention strategy during unpaid launch. Fourth, native preparation for future transfer: capital gains regime (30% PFU flat tax) more favorable than business capital gains regime applicable to EI/EURL. For a €50M SaaS exit after 7 years (typical case), tax gap between SAS and EURL reaches 5-10% of sale price.
SAS variants by stage. SASU (1 founder): common in early phase, easy conversion to SAS upon first co-founder entry. Classical SAS (2-7 founders): majority at launch with co-founders. SAS holding (NewCo): used to structure future exit with patrimonial optimization. For 90% of launching SaaS startups, SAS or SASU is the right choice — EURL/SARL is relevant only for solo SaaS with very low external fundraise ambition.
The micro-entrepreneur trap for SaaS
Starting a SaaS startup in micro-entrepreneur excludes access to 3 structuring schemes: JEI (R&D employer charges exemption 8 years), CIR (30% of R&D expenses refunded), BFTÉ (up to €90,000). Over 36 months, this represents potentially €200,000 to €400,000 of lost non-repayable public financing for a 2-3 person R&D team. Micro is tolerable to validate an idea over 3-6 months but must switch to SAS upon confirmed traction.