Misuse of Company Assets in a SASU or EURL: Definition and Risks

Lea runs a SASU (a French one-person company) offering digital transformation consulting. One evening her accountant calls: the company card paid for a family holiday, twice this quarter. "It's not that serious, it's my company after all," she thinks. She's wrong, and that habit can get expensive fast.

Misuse of company assets happens when a company director, an EURL manager or a SASU president, uses company assets, credit or powers for personal benefit against the company's own interest. French law punishes it with up to five years in prison and a 375,000 euro fine.

Many independents who set up a company to leave wage portage run into this rule too late, often during a tax audit or a falling out between partners. Here's what to know before mixing up company cash and a personal account.

Where does this offence come from, and which texts define it?

This offence comes from the French Commercial Code, which targets commercial companies specifically. Article L241-3 covers managers of SARL and EURL companies, while Article L242-6 applies to directors of SA and SASU companies. Both articles rest on the same logic: a director cannot treat the company's assets as their own. Before these articles existed, French courts simply applied breach of trust rules. Lawmakers wanted a framework built for companies, to hold accountable directors who manage other people's money, even when that "other person" is a single-shareholder company.

One detail often surprises sole-shareholder EURL managers or SASU presidents: being the only shareholder changes nothing. The company has its own legal personality, separate from its director. Paying personal taxes from the business account, or having the company fund home renovations, still counts as misuse of company assets even when you are the sole shareholder.

The three conditions that make this a criminal offence

Three elements must come together for a judge to find misuse of company assets: an act using the company's assets, credit or powers; a use that goes against the company's own interest; and a personal interest, direct or indirect, pursued by the director. Without all three, there's no offence, just poor management or an accounting mistake.

The company's interest deserves a closer look. Judges assess it at the time the decision was made, not with hindsight. A risky investment that goes wrong isn't automatically misuse, as long as it was made in the company's interest rather than the director's own. That's the line between a clumsy business call and a criminal offence.

Personal interest can be financial (money that ends up in the director's pocket) or simply moral, such as favoring a relative or protecting one's image. Courts weigh both the same way.

What penalties does a director actually face?

A director found guilty of misusing company assets faces up to five years in prison and a 375,000 euro fine, regardless of the company type (EURL, SASU, SARL or SA). These penalties, set by Articles L241-3 and L242-6 of the Commercial Code, still apply in 2026 and can come with a ban from managing a business.

Courts can also issue a ban on directing, managing or running a company, for up to fifteen years in the most serious cases. A civil judgment often follows too: the director has to repay the misused funds to the company, sometimes with interest. For someone who left a salaried job to start their own business, that double financial and professional penalty can be brutal. The official French government page on a director's civil and criminal liability lays out this distinction clearly.

Director's status	Applicable article	Maximum prison term	Maximum fine
SARL or EURL manager	Article L241-3, Commercial Code	5 years	€375,000
SA or SASU director	Article L242-6, Commercial Code	5 years	€375,000
Self-employed (micro-entreprise)	Not applicable (no separate company assets)	-	-

This table explains why self-employed workers and sole traders are not exposed to this particular risk: without a company holding a distinct legal personality, there are no "company assets" to misuse at all. The exact wording is available on Legifrance.

What this looks like in real SASU and EURL cases

In practice, misuse of company assets usually takes mundane forms: personal expenses paid by the company, a private apartment's rent settled through the business account, cash advances that are never repaid, or a spouse put on payroll for a job they never actually do. These aren't elaborate schemes. They're often small habits that creep in, quarter after quarter.

Take Karim, who runs a web development EURL. He has his personal car repaired using the company card, "just until I pay it back." Three years later, a social security audit uncovers 8,000 euros of this kind of spending, never settled. Tax authorities reclassify it as personal income, with penalties, and the accountant warns of a criminal risk if nothing is corrected right away.

On the other hand, funding professional training, buying equipment the business actually needs, or paying yourself through proper salary and dividends raises no issue at all: those expenses serve the company's interest, even when the director benefits indirectly.

How to keep your day-to-day management risk-free

To rule out any risk of misusing company assets, a director should keep personal and business accounts strictly separate, back every expense with an invoice or a real business purpose, pay themselves through a formal salary or dividend, and document major management decisions. These four habits cover the vast majority of risky situations.

There's also a more radical fix for anyone who simply doesn't want to carry this kind of criminal liability as a director: go back to wage portage. By becoming a ported employee rather than a manager or president, an independent hands the administrative, accounting and legal management to a wage portage company, and falls outside the scope of these Commercial Code articles entirely. No company assets to manage means no risk of misusing them.

To compare both paths in detail, the article on EURL status, definition and taxation and the one covering everything about SASU status give a full picture of what a director is on the hook for. Anyone still weighing company creation against staying in wage portage can also run the numbers with the wage portage salary simulator, comparing take-home pay without the hassle of running a company. For what it's worth, Weepo exists precisely to support independents who'd rather focus on their missions than on director paperwork.

Frequently Asked Questions

Who can actually commit this offence?

Only a de facto or legally appointed director of a commercial company (SARL, EURL, SA, SASU) can be prosecuted for it. A regular employee, even one with real responsibilities, isn't covered by this specific offence, though they could face theft or breach of trust charges in other situations.

How is this different from breach of trust?

Breach of trust, defined in the Penal Code, applies to anyone who misappropriates property entrusted to them. Misuse of company assets is a narrower offence aimed specifically at directors of commercial companies, with its own rules on prosecution and limitation periods set out in the Commercial Code.

Can a self-employed freelancer be at risk of this?

No. A sole trader or micro-entreprise has no legal personality separate from the person running it. There's simply no distinct pool of "company assets" to misuse, since the business's assets and the individual's own assets are legally one and the same.

How does someone defend themselves against this accusation?

Defence usually rests on showing the expense served the company's interest, even indirectly, or that the director had no personal interest in the transaction at all. A business criminal lawyer and a detailed accounting reconstruction are almost always needed to fight this kind of case.

Does wage portage remove this risk entirely?

Yes, for this specific offence. A ported employee is neither a manager nor a president of a commercial company under the Commercial Code: they're employed by the wage portage company itself. They simply cannot be prosecuted for misusing company assets, since they never hold the status of director in the first place.

Key Takeaways

• Misuse of company assets only applies to directors of SARL, EURL, SA and SASU companies, not to self-employed sole traders.
• Three conditions must all be met: use of company assets, against the company's interest, for a personal benefit.
• Penalties run up to five years in prison and a 375,000 euro fine, plus a possible ban from managing a business.
• Keeping accounts separate and backing every business expense remains the best everyday protection.
• Wage portage removes director status entirely, and with it, this specific criminal risk.

Related Articles

• SASU or EURL: Which Status Should You Choose in 2026?
• EURL: Definition, Status, Tax and Setup Guide 2026
• SASU: everything you need to know about this status