The liquidation of a company is a necessary step to complete any economic activity. The liquidation procedure of commercial and non-commercial organizations (enterprises) is generally the same regardless of the chosen organizational and legal form of activities. Let’s consider the termination procedure of the most common form of legal entity – a limited liability company (LLC).
Liquidation of an LLC (TOV) is possible on the basis of:
- the decision of the company owners;
- delivery of a judgment;
- the decision of a competent authority.
Many entrepreneurs who have achieved their business goals or those who simply want to leave the business are faced with the problem of the termination of the enterprise.
If a company is undergoing the process of liquidation by the decision of the owners, then it begins, respectively, with the correct execution of such a decision. The information about such a decision is further entered into the unified register of legal entities; settlements with creditors are carried out; and employees are dismissed. The removal of the company from the register in the tax authority and the pension fund is also an obligatory stage which is accompanied by relevant audits. At the stage of completion of the liquidation procedure, the documentation of the company is transferred to the archive and the cessation of activities is registered (removal from the register).
In general, the liquidation procedure is quite comprehensive and it will require a lot of your attention. With the help of the lawyers of our company, you can conduct it effectively and with minimal participation.
The scheme of cooperation with our company is as follows:
- Consultation in the office of Law Firm “Dominanta”
- Determination and selection of a package of services
- Obtaining the necessary information and authority from the customer (grant of a power of attorney)
- Liquidation of the company and transfer of the deliverables to the client
For the liquidation procedure with the help of the lawyers of our company, we offer four types of cooperation. The cost of each of the following options depends on the amount of work we do.
You can liquidate an LLC by yourself following these steps:
Stage No. 1. Making a decision by owners (participants, shareholders)
The decision is made at the general meeting of participants with fixing it necessarily in the minutes. It must indicate the number of persons participating in the meeting, issues on the agenda and the results of consideration of these issues. A liquidation commission is also appointed and its powers are determined.
When deciding to terminate the activities of the LLC, the director delegates his authority to the liquidation commission.
A liquidation commission or a liquidator is determined with the obligatory indication of their registration numbers of tax payers (the liquidator does not have to be a person who has an employment relationship with the company).
In the decision, the terms of liquidation and the period for the creditors to file their claims are specified (we draw attention to the fact that the legislator has established only the minimum term for the creditors to file their claims which cannot be less than 2 months. The term of the entire liquidation procedure cannot be less than the period for filing creditors’ claims, but the maximum period for liquidation is not limited and is established independently by the company).
Stage No. 2. Filing of notification to the state registrar
The participants of the legal entity who made the decision to terminate the legal entity must notify the state registration authority in writing within three working days from the date of the decision.
The registrar shall enter the information on the relevant decision of the owners into the unified register of legal entities. Having entered the information into the unified register, it will simultaneously be known by both the fiscal service and the bodies of the Pension Fund of Ukraine (PFU).
Stage No. 3. Settlements with creditors and dismissal of employees
Stage No. 4. Removal of the LLC from the register in tax authorities and the PFU
The next step while closing your company is to de-register the LLC from the tax authorities and the PFU as well as to submit all the relevant documentation to the archive. Deregistration takes place according to the results of inspections which are conducted by the relevant authorities in the company and aimed at analyzing the deductions made.
In practice, this stage is the longest one, since the controlling authorities conduct inspections in one case (the PFU) for the whole period of existence of the company, or for the last three years (the SFS). It also takes a long time to wait for the start of the relevant inspections due to the workload of the regulatory authorities, and the waiting periods come to months. In addition, the company must have a zero balance, no payables or receivables. The accounting department should prepare the company for the liquidation.
Stage No. 5. Termination of the LLC in the registry
The final termination record of the company is made by the state registrar after all checks, submission of reports, and provision of a package of documents confirming the passage of all the above steps by the head of the liquidation commission or the liquidator.
Using the services of our company, you will devote a minimum of time and attention to such a complex and rather lengthy procedure as the liquidation of an LLC (TOV).