La breaking and closing of a business are complex operations. They require the completion of legal procedures. In addition, a specific schedule must be followed. Any errors or omissions may delay the end of society even make it illegal. Foundation-company-ricard to care about summary in two lists toutes les steps to take to dissolve et liquidate his company, that is to say for the futures definitely.
NB : here, only amicable dissolution-liquidation procedures are analysed. In this case, the undertaking concerned is not in a state of cessation of payments. She is therefore able to repay all her debts. In the opposite case, it is advisable to opt for a judicial liquidation. The courts then determine some of the applicable rules.
Summary table of the measures to be taken to dissolve
The administrative procedures to be followed when dissolution are numerous and can have significant consequences for the company. Five steps are necessary to carry out the dissolution formalities. Here they are :
| Order | tasks | Work description | Time limit |
| 1 | Write un record general meeting extraordinary | The authorized body decrees the early voluntary dissolution and appoints a liquidator, in compliance with the conditions stipulated in the articles of association. | Starting point |
| 2 | Submit the PV toregistration with the business tax department | The company must register the deed. This formality has been abolished since January 1, 2021. | In the following month |
| 3 | Publish a legal notice de dissolution of society | The liquidator must write a notice of dissolution and publish it in a journal of legal announcements which will issue a certificate of publication. | In the following month |
| 4 | Fill un M2 form (Cerfa No. 11682) | An “M2” amending registration application form must be completed by the company and signed by the liquidator. | In the following month |
| 5 | Send un dossier at the registry of the commercial court | Sending a file to the registry containing the M2 form and various supporting documents (copy of the recorded report, certificate of publication of the AL, Printed M2, declaration of non-conviction of the liquidation and copy of proof of identity) . | In the following month |
Table summarizing the steps to be taken for liquidation
La liquidation is the last step that leads to the removal of the company from the legal registers of the company and therefore to its official disappearance. here are the ten steps necessary to carry out the formalities de liquidation :
| Order | formalities | Work description | Time limit |
| 1 | Accomplish the operations de liquidation | Le amicable liquidator completes pending business, sells company assets, collects receivables and pays debts. | As soon as the dissolution is pronounced |
| 2 | Submit of accounts to partners | The liquidator summons the partners and presents to them his report on the situation of the company, the continuation of the liquidation operations and the estimated timeframe for completing them. | Within 6 months of the date of dissolution |
| 3 | Write un record general meeting ordinary | The liquidator draws up liquidation accounts, summons the partners and asks them to rule on the closure of the liquidation operations, which de facto relieves him of his mandate. | At the latest 3 years after the date of dissolution |
| 4 | Perform theregistration of the deed of liquidation | When a liquidation bonus appears and in the presence of several partners, theregistration is mandatory (cost: 2,5%). | Within 15 days of closing |
| 5 | Provide the possible social contributions | If you have a liquidation bonus, subscription of a special declaration (no. 2777), payment of social security contributions and the income tax installment. | The 15th of the month following the date of the GM |
| 6 | Publish a legal notice de fenced of operations | The liquidator sends, in the same journal of legal announcements as before, a notice of closure (he receives a certificate of publication). | In the month following the closing |
| 7 | Complete un M4 form (Cerfa No. 11685) | The liquidator completes, dates and signs a company deregistration application form (printed M4). | In the month following the closing |
| 8 | transmit un dossier at the registry of the commercial court | A deregistration request is sent to the registry of the commercial court, together with the M4 form and other documents. | In the month following the closing |
| 9 | Submit the denarii taxes due (VAT and IS) | The company sends its last VAT declaration and pays corresponding duties. It also declares its last profits and submits them, if necessary, to corporation tax. | Within 30 (CA3) or 60 days (CA12 and results) of the cessation of activity |
| 10 | Produce of annual accounts | As long as society is not removed from the RCS, the liquidator must inform the partners of the progress of the liquidation operations and draw up annual accounts and have them approved by the partners. | Within 3 months of the end of the accounting year (6 for the annual accounts) |
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