Registration duties (droits d'enregistrement) are taxes levied in France on the transfer of company shares, real estate and other assets at the time of registration with the tax authorities. For share transfers in SARLs and non-listed SAs, the rate is 3% of the transfer price above an allowance (EUR 23,000 per share tranche in SARLs). For real estate transfers, rates are significantly higher. Registration duties are a transaction cost to be anticipated in acquisition planning — they affect the net proceeds to sellers and the total acquisition cost for buyers. Switzerland does not have an equivalent direct share transfer tax at the federal level, though cantonal taxes may apply.

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Example: the acquisition of 100% of a French SARL for CHF 8.0 million triggers registration duties of 3% on (CHF 8.0 million - number of shares × CHF 23,000 allowance). On a typical SARL with 1,000 shares, the allowance is CHF 23.0 million — zero duty if the price is below the allowance. If the price exceeds it, duties apply at 3% on the excess. This nuance makes SARL share purchases often more tax-efficient than asset purchases for the buyer.

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Hectelion integrates registration duty analysis into transaction structuring for French acquisitions to optimise the total tax cost for buyers and sellers.