All companies who must carry out a change in their corporate purpose (SAS, SASU, SARL or EURL) must notify third parties through the publication of a notice in a newspaper of legal notices (JAL). What are the factors to consider for a legal announcement of change of corporate purpose ? What is the procedure for its publication? Here are the key points to know, as well as a legal notice template.
Un notice of transformation of the corporate purpose of SARL, SAS, EURL, or SASU must include the following mandatory information:
Here are two examples of legal announcement of transformation of the corporate purpose of SARL or SAS, to be published in a Newspaper of legal notices :
Company name: [corporate name]
Form : [legal form of the company: SARL or SAS]
The head office : [place of the registered office of the company]
Share capital: [amount of share capital in €] euros
Siren number [siren number] RCS [city]
By decision of the Extraordinary General Meeting dated [date of EGM] it was decided to broaden the corporate purpose of the company, as of [date of entry into force of the transformation of the corporate purpose], at [activity description added]. The article [number] of the Articles of Association has been amended accordingly.
The legal deposit will be made in the trade and companies register of [city].
For notice and mention.
Here's a very example of legal announcement of transformation of corporate purpose when the company has only one partner (EURL ou SASU:
Company name: [corporate name]
Form : [legal form of the company: EURL or SASU]
The head office : [place of the registered office of the company]
Share capital: [amount of share capital in €] euros
Siren number [siren number] RCS [city]
By decision dated [date of decision to change corporate purpose] it was noted to modify the corporate purpose [former corporate purpose] of the company, from [date of entry into force of the transformation of the corporate purpose], [new corporate purpose]. The article [number] of the Articles of Association has been amended accordingly.
The legal deposit will be made in the trade and companies register of [city].
For notice and mention.
Company name: [corporate name]
Form : [legal form of the company: SARL or SAS]
The head office : [place of the registered office of the company]
Share capital: [amount of share capital in €] euros
Siren number [siren number] RCS [city]
By decision of the Extraordinary General Meeting dated [date of EGM] it was noted to modify the corporate purpose [former corporate purpose] of the company, from [date of entry into force of the transformation of the corporate purpose], [new corporate purpose]. The article [number] of the Articles of Association has been amended accordingly.
The legal deposit will be made in the trade and companies register of [city].
For notice and mention.
Once the articles of association have been amended, the company must publish a notice of transformation of its corporate purpose in a newspaper of legal announcements covering the department where the registered office is located.
The newspaper will quickly provide a certificate of publication of the change notice, document required by the registry of the commercial court or the business formalities center as part of the formalities of change of corporate purpose of a company.
When a company changes its corporate purpose (addition of a new activity, deletion of an existing activity, replacement of the activity), it must draw up and publish a notice of transformation of the articles of association in a newspaper of legal announcements.
SARL, EURL, SAS, SASU.
The corporate object is the purpose for which a company was created. It is defined in the company's articles of association and must be precise and limited. It defines the activities that the company is authorized to carry out.
The change of corporate purpose must be decided by the general meeting of partners and must be notified to the tax office by means of a legal announcement. The new corporate purpose must be mentioned in the company's articles of association and must be approved by the general meeting.
