What are the stages of the liquidation of a limited company?














Although depending on the characteristics of each society the settlement process can be complicated, these are the main phases.

1.- Inventory and initial balance

Having dissolved the society, must make an initial inventory and balance, within 3 months from the commencement of the liquidation, by the liquidators.

2.- Settlement

By liquidating the assets of the company are sold and extinguish its liabilities: performing loans are claimed and the debts are paid.

3.- Division and distribution of the remaining assets

If after performing the above operations, is an asset, net social heritage is divided and distributed among the partners.

This phase, requires the development of a final liquidation balance sheet by the liquidators. Alongside this balance must submit a draft division in which the share is established settlement would receive each partner. It must also provide a report on operations. Este balance final, must be approved by the general meeting, with the requirements of standard arrangements.

Members who have not voted for, have a term of 2 months to challenge this approval. If a challenge occurs, liquidators shall not grant deed of extinction until it is resolved by judgment.

The right to settlement fee is waived and can not be removed or by-laws or other agreement between the partners. Normally the fee is proportional to the shares but can alter this rule through its provision in the statutes. Before implementing the quota, be paid to all creditors or enter into a payment entity financiera.El fee payment will normally be made in cash but can foresee that the bylaws have no cash for any awards or more partners.

If the society had silent partnership, holders are entitled to be reimbursed its value before any distribution of quota.

4.- Completion of the liquidation

To permanently end the society is necessary:

  • Grant deed extinguishing society: at this writing the liquidators say they have met all the necessary requirements and especially paid to creditors and partners. A final statement and a list of members with their share of settlement included.
  • Entry in the Commercial Register: script falls extinction and books and documents deposited, that must be kept in the register for 6 years old.

Finally, keep in mind that members and creditors that they have been harmed in this process can demand accountability from creditors.

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