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Liquidating a BV comes up when you decide that closing down the BV is the best decision. When selling or taking over is not an option and there is no bankruptcy, you can liquidate your company.
Current affairs then need to be settled. Think of receivables being collected, debts being paid off and/or stocks or licenses that need to be sold.
This is called the liquidation phase and it is important that you follow this process properly.
We are happy to help you with this. During each phase we guide you in an understandable and legally correct manner until your private limited company is deregistered.
Contact us for a telephone analysis with one of our specialists .
With the help of our service you can independently dissolve your BV for a fixed amount starting from € 289.
There are many reasons to stop a private limited company. We have listed the most common reasons for clarification. Do you recognize yourself in one of these reasons and are you looking for a party that can expertly guide you in liquidating your BV? Then contact us.
You see that your BV is no longer viable. The activities that you are developing unfortunately do not yield enough to cover the costs. You are therefore forced to stop your activities and you want to close the whole thing properly. The alternative is to continue making costs that cannot be covered and you therefore have to file for bankruptcy. Prevent this scenario by liquidating your BV in time.
Your BV is inactive and has been costing you time and money for years. In the past, you used the BV for your company or for holding and financing activities, but it is no longer active or relevant. The debts have been paid and all that is left is an empty private limited company on paper. The administration of your BV quickly costs EUR 1,000 annually in administration, returns and the annual accounts. In short, save time and money by liquidating the BV.
You have had a golden handshake in the past. You have had this deposited in a pension fund BV. However, the funds that were deposited at that time have been spent over the years and the only thing left is an empty pension fund BV. You no longer have any need to develop activities in this BV and therefore want to dissolve your pension fund BV . Our specialists will help you with this.
A conflict within your BV can lead to unworkable situations. Perhaps you and your fellow shareholders fundamentally disagree about the direction of the company. In such cases, continuing with the current structure can lead to escalation, legal proceedings, and significant costs. A timely liquidation of the BV can be an elegant solution to reduce tensions and prevent further damage. Our specialists will carefully guide you through this process, so that you can say goodbye to the BV in a proper manner and embark on new paths.
Even if a fellow shareholder does not respond or is unreachable, we can help you.
The death of a director-majority shareholder (DGA) often has major consequences for the BV. The continuity of the company can be jeopardized, especially if there is no succession plan or clear agreements in the articles of association. For the surviving relatives, the management of a BV that is no longer active can be a heavy administrative and financial burden. Liquidating the BV offers peace and clarity in such a situation. We help you with all the necessary steps, from drawing up the balance sheet to terminating the registration with the Chamber of Commerce. This way you can close this period as well as possible.
You have made a difficult decision, but now what? What is the legally correct way to handle ongoing and outstanding matters? How do you ensure that after the liquidation you are certain that you no longer run the risk of directors’ liability?
First of all, you should logically ensure that all current debts are paid as much as possible. In addition, it is in your own interest that all outstanding claims are collected. After all, you can use these to pay off any debts. Furthermore, it is important that you and any directors or shareholders of the BV agree with the decision to dissolve. Most articles of association stipulate that this decision is made with a majority or two-thirds of the votes.
The next question is whether your BV qualifies for regular liquidation or turbo liquidation .
If a Private Limited Company (BV) still has possessions (assets or capital components), a turbo liquidation cannot be carried out. In that case, the BV must go through a regular liquidation process.
After the general meeting has decided to dissolve the BV, the BV is in liquidation. This period is called the liquidation period or settlement. During this period, all correspondence must state “in liquidation” after the name of the BV. This is required by law; non-compliance is considered an economic offence.
When liquidating a BV or other legal entity, it is not mandatory to engage a notary.
Does your BV have more debts than assets and do you still want to liquidate it? There are various possibilities. Whether a liquidation is feasible depends on factors such as the willingness of creditors to cooperate in a liquidation outside bankruptcy and whether the debts are internal debts to the shareholder. Contact us to discuss your situation and the possibilities.
In a regular liquidation, one or more liquidators are always appointed. The liquidator is responsible for the management and distribution of the remaining assets. This task is usually fulfilled by the director or shareholder of the BV.
Only after the objection period has expired can the liquidator proceed with the distribution and payment of the remaining assets or profits to the shareholders. This completes the liquidation.
Do you need help with this procedure? We are here for you.
A turbo liquidation is a fast procedure to dissolve a BV when the BV no longer has any possessions (assets) or debts (liabilities). The BV’s balance sheet must be completely at zero.
In order to carry out a turbo liquidation, the following conditions must be met:
In the event of a turbo liquidation, extra caution is required in the following situations:
If not all conditions are met immediately, it is possible to first work towards a turbo liquidation. It is important that no creditors are disadvantaged in this.
If it subsequently transpires that a turbo liquidation is invalid, because there is still a creditor or a person entitled to the positive balance or there appears to be an asset or asset, the court may decide to reopen the liquidation and, if necessary, appoint a liquidator.
The reopening can only take place at the request of an interested party, this is often a creditor or a shareholder who has discovered an asset. It can happen that an asset has been ‘forgotten’ or that the BV receives payment for a written-off claim. In this case, the BV can be reopened, by means of a request to the Court, with the sole purpose of settling the asset. An agreement can be made with the Tax Authorities that any refund will be paid to the shareholder.
This means that the BV is revived for a short period to give the liquidator the opportunity to pay any debts or distribute assets.
If it turns out that one or more creditors have not been paid, they can request the court to declare the BV bankrupt, they can also hold the board liable if there is unlawful conduct. This can cause a lot of problems in some cases.
When dissolving the BV, it is important that you as a director are granted discharge for the management you have conducted. Granting discharge is nothing more than the company acquitting the director of any liabilities the company may have towards the dismissed director.
Please note that the discharge does not work in the event that external parties wish to hold the director liable. In addition, the discharge is in principle limited to data from the annual accounts or information otherwise communicated to the general meeting of the private limited company.
The discharge can extend to cases where the director has seriously harmed the company or even deliberately caused harm, deception and fraud are not included here.
In short, it is therefore of great importance that a liquidation is done in a proper manner.
We are happy to help you, if necessary do our liquidation check or contact us! We help you in a pragmatic and very fast way to dissolve your BV
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