▷ Stop your business without dissolving it: putting it to sleep 2020 -

If for personal reasons you must or want temporarily stop your activity, you don’t have to dissolve your business, whether it’s from a sole proprietorship or a society. We are talking about put to sleep of your company. This amounts to a cessation of activity without dissolution or removal from the trade and companies register …

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Temporary cessation of business activity

Since you are not finalizing your business, the duration of the sleep is limited. The principle is that you can restart your business when you want. The law has defined different durations depending on the legal nature who oversees your business:

  • 1 year renewable, and 1 time for a commercial activity;
  • 2 years for a company, non-renewable period.

Who makes the decision to put the company to sleep?

The general principle is that this is the legal representative of the company making the decision.

In the case of sole proprietorship, it is quite simple: it is the individual entrepreneur who makes the decision.

Companies are subject to more formalities. In the one-person corporations, it remains simple. The legal representative of the one-person limited liability company (EURL) or the one-person simplified joint-stock company (SASU) takes the decision.

In the multi-person companies like the limited liability company (SARL) or the simplified joint stock company (SAS), the situation is identical. No obligation to bring partners or shareholders to a general meeting (AG), unless the articles of association contain a specific clause which subjects the decision to a vote. In practice, the decision being still important, the convening of a GA avoids any misunderstanding.

Formalities for the declaration of cessation of activity

To be effective, your decision to put the company to sleep must be recorded by your business formalities center (CFE) within 30 days of the decision.

Cerfa forms are P2 for a natural person (sole proprietorship) and M2 for a company.

This information changes your registration file to the trade and companies register (RCS) for traders and liberal professions or trades register for craftsmen.

Registration by CFE results in publication of the modification to Bodacc. As a legal notice, this publication is intended purpose of informing third parties who can oppose the decision if necessary concerning your company or sole proprietorship. But unlike other events in the corporate life like the transfer of head office, publication of the decision to sleep in a legal notice is optional.

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