A suspended enterprise cannot persist in this state indefinitely. At the end of a period of 2 years, its manager must make a decision concerning its future. He can ask the partners to pronounce the dissolution. But it is also possible to relaunch the activity. In this case, it is necessary wake up the dormant society. Voici there procedure to follow to announce the reactivation of a company on standby (requirements to be met and formalities to be completed).
Ordinarily, the leader (manager, president, etc.) is authorized to put to sleep a society. The legislation does not require a collective decision of the partners (Simplified Joint Stock Company, Limited Liability Company) or of the single partner (SASU, Single-member Limited Liability Company). However, the articles of association may require consultation of the partner(s). To limit the liability of the representative of the company, it is best to ask them for approval of his decision.
A business cannot be put to sleep that if it presents a healthy financial situation. This means that they must not encounter financial difficulties and be in a state of cessation of payments, for example. The decision must not have the motivation or the consequence of harming the rights of third parties – in particular the creditors of the company.
La longer term, of "sleep" may not exceed a period set at 2 . During this period, the company is inactive but she continues to exist. It also has a set of minimum obligations, particularly in terms of accounting. As the term approaches, the manager must make a decision about the future of the company. The partner(s) can dissolve, to sell or reactivate. This is precisely what we are studying here.
In principle, the leader (manager, president, etc.) has the power to put a business to sleep. The law does not require a collective decision of the partners (Simplified Joint Stock Company, Limited Liability Company) or of the single partner (SASU, Single-member Limited Liability Company). However, the articles of association may require consultation of the partner(s). To minimize the responsibility of the representative of the company, it is advisable to ask them for approval of his decision.
A company can be mothballed only if it has a healthy financial situation. This implies that it must not encounter financial difficulties and that it is not in a state of cessation of payments. The decision must not have the purpose or consequence of harming the rights of third parties – in particular the creditors of the company.
Le time limit of "sleep" must not exceed 2 . During this period, the company is inactive but she continues to exist. It also has a set of minimum obligations, particularly in terms of accounting. As the term approaches, the manager must make a decision about the future of the company. The partner(s) can dissolve, to sell or reactivate. This is precisely what we are studying here.
To restore activity and get a dormant business back on its feet, the manager will have to carry out a amending statement. The procedure to follow is the same as when the company was initially put on hold.
The leader must then complete the M2 form entitled “Declaration of modification – legal person” and send it to the registry of the commercial court (cerfa n° 11682). It should be noted that the form to be used is identical, regardless of the legal form of the company.
You will find below how to complete the M2 form and reactivate the company :
| Frames | Information to indicate |
|---|---|
| 1 | Check "Disaster Recovery" |
| 2 | Indicate the SIREN of the company, the competent registry, the name, form and registered office of the company |
| 3 | For EURLs and SASUs: specify whether the sole shareholder is also a director of the company |
| 11 | If the company opens an establishment following its resumption of activity, tick "Opening" |
| 13 | Fill in the address and function of the establishment (main, secondary, etc.) |
| 14 | Describe the activity carried out in the new establishment |
| 15 | Specify the commercial name and brand of the new establishment (optional) |
| 16 | Indicate the number of employees of the establishment created |
| 17 | Disclose the origin of the fund or activity (creation, buyout, contribution, lease-management, etc.) |
| 21 | Enter the company's mailing address |
| 22 | Designate the person who prepared the form, date and sign it. |
Reactivating a dormant society pays off. The expected cost isabout 180 euros for other legal forms and $60 for SASUs and EURLs where the sole shareholder also holds the position of manager.
The court may proceed to automatic radiation of the company from the trade and companies register if no decision is taken to reactivate it or to dissolve it within the time limit. A LRAR (registered letter with acknowledgment of receipt) is sent to the company in question before any cancellation. If it is pronounced, it can then ask the registry to reconsider its decision, under certain conditions and on the basis of an argument.
Learn more about the closure:
The procedure to follow to reactivate a dormant company is as follows: request the reinstatement of the articles of association with the registry of the commercial court, complete a form to restore the status of the company with the registry of the commercial court, request the restoration of the registration with the trade and companies register, complete a form to reinstate registration with the trade and companies register and pay the costs of reinstatement.
The time to reactivate a dormant company is around 4 to 6 weeks, according to the commercial court registry and the trade and companies register.
The documents needed to reactivate a dormant company are: a company status restoration form, a registration restoration form, an original and a copy of the company's articles of association, an original and a copy of the accounts approved annuals, a copy of the minutes of the last general meetings and a Kbis extract (less than 3 months).
