The provisions relating to Monegasque companies are primarily set out in Part IV of the Commercial Code.

Monegasque law recognises four types of commercial companies, i.e.:

• The société en nom collectif (trading partnership);
• The société en commandite (limited partnership);
• The société à responsabilité limitée (private limited company);
• And the société anonyme (± joint stock company).

A société en nom collectif must have a trading activity. Its partners, of which there must be at least two, have the status of a merchant and have unlimited joint and severally liability for the partnership’s debts to the whole extent of their assets.

A société en commandite may have a civil or commercial activity. It is comprised of at least two partners, i.e.:

• A general partner, who has the status of merchant and who has unlimited joint and severally liability for the partnership’s debts;
• And a limited partner, who is only liable to the extent of his or her contribution.

A société à responsabilité limitée must have a trading activity. Its shareholders, of which there must be at least two, are only liable for the company’s losses up to the limit of their shareholdings. Its managing director must be a natural person and need not be a shareholder. This is the most widely used corporate form within the Principality.

Finally, the société anonyme is a joint stock company of which the corporate objects may be either civil or commercial. It comprises at least two shareholders whose liability is limited to the extent of their shareholdings.

Only a Monegasque société anonyme needs to be incorporated before a Notary.

The other types of company may be incorporated by instrument under private agreement.

The PASTOR-BENSA Law Firm offers you its assistance in matters of company law both at the incorporation stage and throughout the life of the legal entity.