When a Company (SAS, SASU, SARL ou EURL) transfers its head office, it must notify third parties. She must publish a legal notice of transfer of registered office in a journal of legal announcements (JAL). What is the content of a legal announcement concerning the transfer of registered office ? What are the procedures for publishing this notice? Here are the essentials to remember, as well as a legal notice template.
Publication of a legal announcement of the transfer of the registered office
Information required in a notice of transfer of the registered office of a SARL, SAS, EURL or SASU
Un notice of transfer of the registered office of a SARL, SAS, EURL or SASU should include some mandatory information :
- Notification of change of address;
- Name of the company followed, if applicable, by its acronym;
- Legal status ;
- Amount of share capital;
- Address of headquarters ;
- Unique company identification number;
- Mention "RCS" and the city of the registry that registered the company;
- Mention of the trade and companies register where the company will be registered following the establishment of its new head office.
If the new head office is located in a jurisdiction other than the old one, the legal notice must also mention the surname, first name and domicile of the persons having the power to bind the company with regard to third parties.
Models of legal announcement for the transfer of the registered office of a SAS, SARL, SASU or EURL
Here are two head office transfer notice templates to be published in a Newspaper of legal notices :
Example of legal announcement of transfer of the registered office within the jurisdiction of the same commercial court
Change notice
Company name: [corporate name]
Form : [legal form of the company: SARL, SAS, SASU or EURL]
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 virtue of the extraordinary general meeting of [date of report], the partners have decided to transfer the registered office as of [effective date of transfer of seat] de [former headquarters address] to the following address [new head office address].
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.
Example of legal notice of transfer of the registered office to the jurisdiction of another commercial court
Change notice
Company name: [corporate name]
Form : [legal form of the company: SARL, SAS, SASU or EURL]
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 virtue of the extraordinary general meeting of [date of report], the partners have decided to transfer the registered office as of [effective date of transfer of seat] de [former headquarters address] to the following address [new head office address].
Article [number] of the Articles of Association has been amended accordingly.
[Name, first name and address of the legal representative] dwelling [Quality of the representative: President, Manager, etc.] of the society.
The company will be registered in the Trade and Companies Register of [city] and will be removed from the Trade and Companies Register of [city].
For notice and mention.
For companies with a single partner (EURL or SASU), it suffices to replace the words "By virtue of the extraordinary general meeting of the [date of report], the partners have decided” by:
The sole shareholder has decided, on [date of report], the […]
Dissemination of a notice relating to a change of registered office in a Journal d'Annonces Légales (JAL)
Before publishing theannouncement concerning the change of registered office, the statutes must have been suitably amended.
When the new headquarters is located in another commercial court jurisdiction than that of the initial head office, the notice of conversion must be displayed in two separate legal notices (which generates a cost higher) :
- A JAL covering the department of the former head office and
- A JAL covering the department of the new headquarters.
The newspaper will provide the company with a certificate of publication of the notice of transformation. This certificate must be attached to the file sent to the registry of the commercial court or to the business formalities centre. It is part of the formalities of change of registered office of a company.
- Le change of registered office of an SAS / The change of registered office of a SASU,
- And the change of registered office of an EURL / THE change of registered office of an LLC
When a company transfers its registered office, it must choose a journal of legal notices to publish a notice of transformation of status.
What is a registered office transfer?
A transfer of registered office is a change of the address of the company, which can be decided by the general meeting of the partners of a SARL, EURL, SAS or SASU.
Is it necessary to make a legal announcement?
Yes, it is necessary to make a legal announcement to announce the transfer of the registered office of a SARL, EURL, SAS or SASU. This announcement must be published in a specialized journal and must contain specific information about the company.
What documents are required for this advertisement?
The documents necessary for the legal announcement of the transfer of the registered office are: the minutes of the general meeting of shareholders deciding the transfer, the articles of association, the identity document of the legal representative and proof of address.
