Once the sole associate of a SASU has decided to dissolve it, the latter enters a period of amicable liquidation. This phase ends with the closing of operations. During this period, the liquidator must carry out numerous activities. Here we explain everything you need to know about the early dissolution of a SASU.
The liquidation phase begins from the date of dissolution of the SASU. This is the date on which the sole shareholder decided to terminate his partnership prematurely. In general, the date on the decision report of the sole shareholder is taken into account.
On this occasion, the sole shareholder will also appoint an amicable liquidator (himself, the president or a third party to the SASU). In practice and subject to certain exceptions, the term of office of the liquidator may not exceed 3 . Therefore, the liquidation period cannot exceed this time limit.
Le amicable liquidator must, during the period of dissolution of the SASU, perform various maneuvers. First, if he is not the sole shareholder of the company, he must summon him in order to submit a report on the accounting situation of the society. It must, at the same time, specify the liquidation operations and estimate the time he will need to carry out the procedure.
The main mission of the liquidator is to operate the assets of the SASU and settle one's liabilities. In other words, this agent must sell the fixed assets and inventories that are still in the company. He must also collect trade receivables. Once he has the necessary funds to repay creditors, he must pay off all debts of the SASU (suppliers, tax, social, etc.).
Furthermore, if the SASU is required to close accounts (depending on the date of his accounting year), the amicable liquidator must draw up the annual financial statements and have the sole shareholder decide on them. To do this, he must respect the regulatory deadlines: approve the accounts within 6 months of the closing date and file with the registry of the commercial court within one month of the approval.
The dissolution process is considered complete when the sole shareholder (or the court in the event of legal proceedings) declares final closure of the process. This assumes that the SASU succeeded in repaying all its debts, which means that the liquidator would not have left any creditors. If the funds are not sufficient to repay the liabilities, the liquidator has no choice but to file for bankruptcy with the commercial court.
Once his work has been completed, the amicable liquidator must present the final liquidation accounts. He must convene the sole shareholder to rule on the result of the dissolution and on the allocation of the profit or the liability. Finally, the sole shareholder will exempt the liquidator from his mandate. The SASU will be officially dissolved after publishing a legal announcement and filing a delisting request at the registry of the commercial court.
Also see the following articles on closing an SASU:
