Steps to follow to close your company
Your business is failing financially and you are looking for a way to close it ? Generally, this decision is made following operating problems encountered by the company. The procedure of closing the business requires certain imperative steps that must be carried out in a chronological and precise manner. Here are the different steps to follow to close your company.
Decide to dissolve the company
The the legal form of your company conditions your decision to dissolve and the steps to follow. Indeed, when the resolution of closing is taken in common with the partners, you must convene a general meeting in this sense. It is during this meeting that you will, by mutual agreement, decide on the future of the structure.
According to the law, the majority wins the vote. If your company is founded after 2005, for example, you need 2/3 of the votes to go to the next step. On the other hand, if it is a SASU (simplified single shareholder company) you have the absolute right to choose whether or not to close your services.
In any case, you must Drafting a dissolution report and appointing a liquidator. The designation is made according to the conditions of liquidation of the company. This can be done by the partners or by a judge.
Publish a notice of dissolution of the company
The cessation of your professional activity marks the end of life of your structure. It impacts several other people whether they are partners or employees. For this, you need inform the public of your decision. It is moreover a legal provision which you cannot escape.
A notice of dissolution will therefore have to be sent to a newspaper of legal announcements. Get closer to the one that covers the department in which your company’s headquarters are located.
Insert in your press release the first names, surnames and contact information of the professional in charge of the operations. Also indicate the correspondence address for the liquidation. When your ad is ready for publication, you will receive a certificate of publication.
This will help you demonstrate that you are following the guidelines.
File an amending petition
The next step is to change certain informationns in the trade and companies register. Send the request to the center of formalities of companies by joining a file constituted :
- of the documents and vouchers of the structure,
- a completed, dated and signed M2 form,
- a letter of request for modification.
Make sure that all these elements are gathered before sending it to the concerned organization in order to avoid a rejection which could penalize you. Then, a clerk of the court will issue you a new Kbis extract mentioning the liquidation of your structure.
To carry out the operations of liquidation
Now take care of the liquidation of your company in order to close it. For this purpose, quickly release the business in progress in order not to risk lawsuits for not respecting commitments towards third party partners. In fact, such a failure could thwart the dissolution process, especially if it is not carried out in a timely manner’it s’acts to’an LLC. Then, sell all assets that your structure owns and reimburses all the debts.
In collaboration with your partners, realize the point of liquidation. Finally, convene a meeting of the partners general assembly to put an end to the procedures.
Note that the person in charge of the operations is required to convene all the partners to inform them of the evolution of the shares. He presents the corporate accounts so that they can be accepted.
Realize the sharing of the structure
The next step is to share the company’s income. It is carried out after the closing of the liquidation. This is when you set the dividend for each shareholder or partner.
The distribution is made according to the amount remaining after all transactions.
Profit beyond the share capital
In this case of figure, each partner receives his share according to his investment initial or its unamortized share. This can also be done taking into account the regulations of your company. If there is no statutory specification, the profits are returned on the basis of the rights in the capital.
The liquidation bonus
Here, each partner receives a part of the remaining amount according to their contribution in the share capital. However, if all creditors are not reimbursed, no one receives their share. They must take possession of their due before the final closing of the partnership.
If you are the sole owner of the company, you will receive the profits from the liquidation.
Special cases
The possibilities listed above can be set aside when a partner claims a contribution in kind that he or she has made. Also, it can happen that the agreements taken collectively define the exact share of a partner. Finally, a member can claim a dividend that is rightfully theirs.
Request the removal of the company from the RCS
Ask for the deletion of your company from the legal registers to finalize the closing of your sign. This procedure is mandatory, because all structures are listed in the RCS (Register of Commerce and Companies). A company that no longer exists legally must deregister from this platform.
This is a step that consists in informing the public and private market that you are no longer a competitor.
To make the request for deletion, you must send the following documents: a form M4 and the final liquidation accounts. After the last verifications, the clerk of the commercial court confirms the dissolution. Then, he publishes a notice in the official bulletin of civil and commercial announcements.
Finally, it will issue you with a Kbis excerpt of cancellation.
