Procedures Guide

The Procedures guide allows entrepreneurs and decision-makers to have a reliable, precise and up to date overview of legal procedures and measures concerning commercial formalities to be undertaken. It is broken down into 6 sections in which you can find information and documentation required for formalities with Registry Offices at the Commercial Courts.

Dissolution with liquidation

The completed file allowing for the modifying formality at the Trade and Companies Register (RCS) linked to a dissolution of a legal entity must be filed during the month of the legal instrument so deciding (Articles R. 123-66 and R. 123-70 of the Commercial Code): either

  • at the competent Commercial Formality Centre (CFE); or
  • directly at the registry office of the commercial courtin application of Article R. 123-5 of the Commercial Code (procedure known as "Article 3" of Decree No. 96-650 of 19 July 1996).

Steps preliminary to the filing of the formality

Hold an assembly deciding upon dissolution and appointment of a liquidator.

Publish a notice of modification in a journal of legal announcements.

Documents to be attached to the file

Legal instruments to be produced by annex to the RCS

A stamped and recorded copy with the tax office of the minutes deciding on dissolution and appointment of a liquidator, certified by the legal representative.

Supporting documents

The M2 printed forms duly completed and signed.

An original power of attorney from the legal representative if he has not signed the M2 forms.

A certificate of publication of the notice of modification in a journal of legal announcements.

If the liquidator is not on the extract of the Trade and Companies Register of the legal entity, furnish:

For a liquidator who is an individual

A copy of the identity document: copy of a passport, currently valid national identity card, or of a copy of both sides of a currently valid residency permit, if applicable.

An original sworn statement of non-conviction dated and signed by the interested party which will be verified against any criminal record by the judge appointed to the Trade and Companies Register.

A certificate of family relationship (surname and first names of the parents) of the liquidator, unless such appears in a document previously submitted.

For a liquidator which is a legal entity

An original extract from the Trade and Companies Register (RCS) dated within less than three months if the legal entity is registered or any official document justifying the legal existence of the entity if it is not registered with the Trade and Companies Register.

N.B. : if the legal entity is not registered or falls under the jurisdiction of a country not belonging to the European Union, its legal representative must be declared to the Trade and Companies Register (RCS); in that case, provide the same documents as those listed previously for managers who are individuals.

Also refer to our section: RCS declaration of the representative of a directing legal entity

Prices

Attach a cheque for 205.50 euros.

Cheques must be made payable to the relevant GREFFE DU TRIBUNAL DE COMMERCE, and attached to the application.

Cost breakdown for this formality

Registry office fees (including filing fees: €7.80)

VAT

INPI

BODACC

€65.00

€13.00

€11.80

€115.70

 

If the business has one (or several) establishments registered at the Trade and Companies Register (RCS) territorial jurisdiction of which resides in another court: add 51.48 euros for this dissolution formality (multiplied by the number of secondary registrations).

For each secondary registration

Notification fees

VAT

INPI

BODACC

€42.90

€8.58

€0.00

€0.00

Registry office fees: postage fees of extracts included. INPI: National institute of industrial property (paid by the registry office). BODACC: Bulletin Officiel des Annonces Civiles et Commerciales (Official Journal of Civil and Commercial Announcements) (paid by the registry office).