Le liquidator of a dissolved company has a period of 3 years to carry out the liquidation operations and to carry out the closure of the procedure. In order to complete the liquidation, it is necessary organize a meeting et advertise for the decision. The last step consists of radiation of the company from the trade and companies register, following the filing of a file with the business formalities centre. Discover all what to know about the process of closing a business liquidation.
Le liquidator of a dissolved company has three years to carry out the liquidation operations and to complete the closure of the procedure. The close of clearance requires a meeting et diffusion of the decision. Finally, the suppression of the company from the trade and companies register, following the filing of a file at the business formalities centre, concludes the process. That is all what to know about closing a business liquidation.
Once the liquidation operations (sale of assets, repayment of liabilities) have been completed, the liquidator must collect all shareholders of the dissolved company. During this meeting, the following decisions will be made:
If the liquidator does not call the meeting, any shareholder may appeal to the commercial court. The chairman, who will rule in summary proceedings, will choose an agent to convene the meeting.
During this meeting, the quorum and majority rules apply, unless the articles of association provide otherwise. For SARLs and SNCs, the majority of capital shareholders is sufficient (without a quorum). For SAS and SA, the quorum and the majority are those provided for in the statutes (except unanimity).
In the case of an EURL or a SASU, it is the sole shareholder who makes the decision. Finally, the liquidator, if he is himself a shareholder of the liquidated company, can take part in the vote.
Once he has had the deliberation approved by the community of partners, the liquidator must produce and distribute a press release announcing the end of the liquidation. He must select the same journal of legal announcements used previously, to warn of the dissolution of the company and its choice.
The legal notice of closure of the liquidation must include the following information :
Once the legal announcement has been published, the newspaper will provide the company with a publication certificate. This document will be used, among other things, to request removal from the Trade and Companies Register (RCS).
During the month following the publication of the legal announcement of the end of liquidation, the liquidator must file a deregistration request at the business formalities center (CFE).
The file includes:
The CFE processes the file and sends the documents to the registry of the commercial court. The clerk, for his part, removes the company from the trade and companies register (RCS). Then, in 8 days, he publishes a radiation warning in the official bulletin of civil and commercial announcements (BODACC).
For the partners, the company is extinguished from the date on which they decided to close the liquidation or from the day of the court decision. As for third parties, the disappearance only takes effect from its insertion in the RCS.
At the end of the liquidation, it is necessary to carry out the repayment of contributions partners and division of the liquidated company and the possible distribution of a liquidation bonus. In the latter case, taxation applies to the sums distributed (considered as dividend payments).
To read also about closing a company:
The final step in the liquidation of a company is the closing of the liquidation, which consists of settling all remaining debts, distributing the remaining assets to creditors and filing the necessary documents with the regulatory authorities.
All of the company's creditors must be notified of the closing of the liquidation. The relevant regulatory authorities, such as the court registry and the commercial register, should also be informed.
