Capital deposits

Initial funds invested to start operations for a new company, involving required documents, shareholder information, and legal processes.

When creating a new company, you're required to deposit your share capital before registering the company.

Overview

Several key stakeholders are involved in the capital deposit process: you; your client, their future company, and their shareholders; Swan (and Swan's API); and Swan's partner notary.

The capital deposit process consists of a few main actions:

Creating a Swan capital deposit case to collect everything
Creating Swan accounts
Verifying identities
Uploading documents
Transferring funds

Learn more about the stakeholders and their interactions to complete a capital deposit on this page before continuing to the guide for 🇫🇷 France.

Capital deposit case

The CapitalDepositCase API object compiles all information for a capital deposit case, including:

Details about the future company
Company account
Shareholder information
Capital deposit documents

Case statuses

Case status	Explanation
`WaitingForRequirements`	Default status after the `CapitalDepositCase` is created, providing there were no technical issues. You complete the company onboarding process and upload required documents to pass to the next status.
`WaitingForShareDepositCertificate`	*Notary reviews* the deposited funds and submitted documents, then creates the certificate and uploads it to Swan.
`WaitingForRegisterExtract`	You upload your register extract for notary review.
`WaitingForNotaryTransfer`	*Notary reviews* the register extract.
`Canceled`	You can request to cancel a `CapitalDepositCase` any time before completion by submitting a request to Swan Support. When a case is canceled, the shareholder is also canceled.
`Completed`	Notary reviewed and approved all elements and transferred the funds to the new company; the process is complete.

Required documents

Processing your capital shares deposit requires several documents. These can be uploading using the API. Documents must meet Swan's requirements; otherwise, the document will be assigned the status Refused and you'll need to upload the document again.

List of required documents

All documents are mandatory unless marked if requested.

Stakeholder	Document	API document type
Individual shareholders	Proof of address	`ProofOfIndividualAddress` Refer to proof of address for acceptable documents
Individual shareholders	Identity document proving the shareholder's identity (collected during identification)	`ProofOfIdentity`
Company shareholders	Document available only after the notary validates the case, uploaded during at a specific time during the capital deposit process	`RegisterExtract`
	Draft of the articles of incorporation	`ArticlesOfIncorporation`
	Company's most recent tax statement (if requested)	`CorporateIncomeTaxReturn`
	Identity document proving the shareholder's identity (collected during identification)	`ProofOfIdentity`
Future company	Draft of the articles of incorporation	`ArticlesOfIncorporation`
	Lease agreement for official company address ∗	`CompanyLeaseAgreement`
	Lease mandate from legal representative	`PowerOfAttorney` Template available in French

Specifications for Future company > lease agreement ∗

If a future company doesn't have a company lease agreement as proof of the official company address, other elements are required according to their situation. All identity documents must be in full color and include the front and back of the document.

Official company address is...	Elements required
Legal representative's address	Business address affidavit (domiciliation statement) from the legal representative If the legal representative isn't a shareholder: Identity document for the legal representative Proof of address for the legal representative
Legal representative's address, but they're renting or hosted by someone else	Business address affidavit (domiciliation statement) from the host If the legal representative isn't a shareholder: Identity document for the legal representative Identity document for the host Proof of address for the host
Another company's office address	KBIS of host company issued within the last three months Business address affidavit (domiciliation statement) from the host company's legal representative Identity document for the legal representative who provided the business address affidavit

Document statuses

Document status	Explanation
`Pending`	Place for the document is created, but the document isn't uploaded yet.
`Uploaded`	Document successfully uploaded; you can change and re-upload the document as long it retains the status `Uploaded` Next step: Swan reviews the document and either validates or refuses it.
`Validated`	Swan validated the document.
`Refused`	Document doesn't meet requirements. Next step: Upload a new document, then the status returns to `Uploaded`.

Shareholders

A shareholder is a physical or legal person who deposits funds in exchange for ownership of the future company. In order to deposit funds, the shareholder opens a temporary Swan payment account.

Because they're opening an account, each shareholder must go through the onboarding, identification, and account holder verification processes. After completing requirements, the shareholder's account is assigned an IBAN they can use to deposit funds.

As soon as the CapitalDepositCase is complete, the shareholder's temporary account closes automatically.

Shareholders must provide proof of their residence address. Only official documents are validated. Refer to the list of acceptable documents in the Partnership Document Center.

Shareholder statuses

Shareholder status	Explanation
`PendingOnboarding`	Default status after the shareholder is created; shareholder must complete their onboarding and their account must be created to continue.
`WaitingForVerification`	Possible status if the account holder verification isn't complete at the moment the shareholder's account is created. Status bypassed if the account holder status is already `Verified`.
`WaitingForTransfer`	Waiting for the shareholder to deposit the full share capital in their Swan account created during onboarding, which must be transferred from an account belonging to the shareholder.
`CapitalTransferred`	Waiting for the rest of the capital deposit case to be ready and the funds to be transferred to the notary.
`CapitalFundsWiredToNotary`	Still waiting for the rest of the capital deposit case to be ready, but now the funds are with the notary.
`CapitalDepositCanceled`	When a `CapitalDepositCase` is `Canceled`, the shareholder status changes to `CapitalDepositCanceled`. If an account was already created for the shareholder, the account is also closed automatically.

Sequence diagram

Canceling a capital deposit

If needed, it's possible to cancel an ongoing capital deposit.

All of the following conditions must be met:

The capital deposit case status is WaitingForRequirements.
Your shareholders can't have the shareholder status CapitalTransferred.
The shareholder account's booked balance is zero (0).

Follow the guide to cancel a capital deposit.

Capital deposits

Overview​

Capital deposit case​

Case statuses​

Required documents​

List of required documents​

Document statuses​

Shareholders​

Shareholder statuses​

Sequence diagram​

Canceling a capital deposit​