A company peut change address During his life. This readjustment can be linked to the head office of the company or a Other institution. THE stages and steps to follow depend on the nature of the operation. Foundation-company-ricard exposes you how to change company address, whether head office or another entity.
Modification of the articles of association following the change of address of the registered office of a company
When a company decides to transfer its registered office, she must carry out a statutory amendment. It is indeed necessary to update the statutory clause fixing the address of the head office. But that's not the only point on the agenda...
The conditions to be fulfilled in order to change the address of the registered office of a company
La decision to change address must come from organs authorized to do so. Here are the conditions to be met depending on the legal form of the company:
Modification | Change of address conditions |
Transfer of the registered office of a SASU | In France: decision of the manager ratified by the partners. Abroad: decision of the partners of the company. |
Modification of the registered office of an SAS | Decision taken by the competent body, determined in the statutes (president, special committee, partners, etc.). |
Transfer of the registered office of an EURL | Decision taken by the sole partner, on the basis of a report drawn up by the manager if he is not. |
Modification of the registered office of an LLC | As for the SAS, the law does not necessarily require a decision by the sole shareholder. Please refer to the statutes. |
The steps to be taken to change the address of the company's registered office
Once the authorized body having taken the decision to transfer the registered office, the company must undertake various actions.
First, it must publish a legal notice of transfer of registered office within one month. This type of advertising is intended to inform third parties of the company's change of address. If the seat remains in the same department, an announcement is sufficient. On the other hand, if he changes department, two announcements are necessary: the first in the old department and the second in the new one.
Then, it must modify its statutes. The new address then replaces the old one.
Finally, you must ask the registry to modify the information contained in the trade and companies register (RCS). You must then submit a complete file including among others:
- A modification application form for the RCS (M2 transfer of registered office),
- A copy of the updated and certified articles of association,
- The certificate of publication of the legal notice (or both notices),
- A copy of the minutes of the general meeting or of the sole shareholder's decision,
- Proof of occupancy of the premises (commercial lease for example),
- A list of head offices previously occupied (in the event of a change of department),
- Regulations.
Replace the address of a building other than the head office of an organization
when company amended theaddress of one of his buildings (and not that of its head office), it can benefit from a scaled-up procedure. The law in fact equates this operation to a request for secondary registration.
In this case, the company has no no need to revise its statutes given that the address of a building other than the registered office is not attached to them. Moreover, the legislation does not prescribe to to publish a legal notice. It requires, however, the constitution of a file since an establishment, even secondary, appears on the extract Kbis of a company.
Such as for the transfer of the registered office of a company, the modification of a building requires the filing of a file with the registry of the commercial court. However, it has a lower content, especially if the establishment is the result of an activity creation:
- Change declaration form (M2) completed and signed,
- Check for payment of formalities.
The file is more voluminous if the company has acquired or contributed a business. In this case, it must also provide a copy of the deed of purchase/contribution as well as a copy of the certificate of publication in a journal of legal announcements.
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Changing the address of a company requires significant formalism when approaching the head office. However, if it relates to another building, the procedure is easier and less expensive.