THEsole shareholder by EURL determines its operating time in its statutes. In the majority of cases, it is 99 years. When society is nearing its end, a decision must be made: extend duration or do nothing and terminate the EURL. If the sole shareholder chooses to continue the activity, he renews the duration of the EURL. Here's what to remember about it.
A EURL has a lifespan defined in its statutes at its creation. The majority of creators choose the classic duration of 99 years. But it is possible to choose a longer term, different.
At least year before the deadline, the sole shareholder must decide whether renews or not the duration of the company. If he chooses not to do so, the EURL will be dissolved and liquidated. The company may, however, ask the commercial court for a authorization to extend its duration, up to one year after thearrival of the term.
In the event that the sole shareholder decides to extend its EURL, he owes him attribute a new period. The duration is information that appears in the articles of association and on the company's Kbis extract. Therefore, it is necessary to perform two different actions: modify the statutes of the EURL and carry out formalities legal.
With regard to the first procedure, the sole shareholder must make a decision in writing. He will record it in a document called the sole shareholder's decision report. Until December 31, 2020, he had to submit the deed for registration with the taxes companies (SIE) on which the EURL depends. This formality has been removed for extensions decided from January 1, 2021.
Once the decision has been taken, the legal representative of the EURL (manager) drafts and publishes a legal extension announcement. It then fills out a modifying statement (M2 form) and sends it, with the certificate of publication of the legal announcement, to the registry of the commercial court.
If the sole shareholder decides to do not renew your EURL, it then ends automatically and automatically dissolved. In this case, the operations of liquidation must be carried out: selling the goods, collecting customer invoices and repaying debts (suppliers, social charges and taxes) with the exception of the share capital.
If the EURL's financial situation is healthy, the sole shareholder can choose a amicable liquidation, which is flexible and inexpensive compared to compulsory liquidation. He can then be appointed liquidator and exercise his mandate free of charge.
Once the procedure is completed, the company is struck off of the RCS. For this, two files must be filed with the commercial court: a declaration of modification for the dissolution of the company and a request for cancellation after the closing of the operations of liquidation.
Other information about the closure of an EURL:
