Closing a Business: A Step-by-Step Guide
Closing a business may seem complex, but there are clear procedures to follow to achieve this goal. According to Slim Mannai, a certified tax advisor, here are the essential steps to respect to succeed in this dissolution process.
Process of Dissolving a Legal Entity
Establishing an EGM Minutes: The first step is to draft a minutes of an Extraordinary General Meeting (EGM) announcing the decision to dissolve the company and appointing a liquidator. This document is fundamental to formalize the decision.
Registration and Publication: Once the minutes are established, they must be registered and published in the National Register of Enterprises (RNE). This informs the public of the dissolution.
Establishing a Cessation Balance Sheet: The liquidator must then establish a cessation balance sheet that summarizes the company's financial situation at the date of dissolution.
Filing the Dossier with the Tax Control Office: Before obtaining the cessation clearance, the liquidator must submit the dossier to the tax control office. This control is generally carried out within a month.
Liquidation of the Company: This step involves several key actions:
- Payment of tax and social liabilities
- Closure of bank accounts
- Liquidation of assets and liabilities
- Liquidation of the associated current account
Returning to the Tax Control Office: After liquidation, the liquidator must file the liquidation balance sheet with the tax control office and obtain the cessation clearance.
Establishing the Liquidator's Report: The liquidator must draft a detailed report on the liquidation operations and obtain a minutes of approval for these works. This process also takes around a month.
Filing the Report with the RNE: The liquidation report, accompanied by the minutes of approval, must be filed with the RNE to finalize the process.
Striking Off the Company: Finally, the company must be struck off. This process can take up to 21 days, during which creditors can object.
Civil Liability of the Liquidator The liquidator plays a crucial role in the dissolution of the company. According to the Commercial Companies Code, they are the legal representative of the dissolved company. As such, they have extensive powers to realize assets, pay creditors, and represent the company in court. Additionally, they are responsible for distributing the available balance among the partners.
Closing a business involves a set of well-defined administrative and legal procedures. By respecting these steps and understanding the responsibilities of the liquidator, entrepreneurs can navigate this complex process more serenely. Consulting a tax advisor, such as Slim Mannai, can also be useful to ensure the smooth progress of the dissolution.
