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Waleed Al-Helo

Waleed Al-Helo

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الأسئلة المجابة 108892 | نسبة الرضا 98.1%

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What is the procedure for LLC liquidation in...

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What is the procedure for LLC liquidation in Sharjah
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إجابة الخبير: Waleed Al-Helo

Waleed Al-Helo

Waleed Al-Helo

Lawyer

الأسئلة المجابة 108892 | نسبة الرضا 98.1%

According to Federal Law No. (2) of 2015 regarding commercial companies, and with regard to liquidation of a company with limited liability, the procedures are as follows.
There are two types of filtering:
- Optional liquidation
- Compulsory liquidation
In the event of optional liquidation:
The liquidation takes place based on a decision by the general assembly of the company within its meeting, and one or more refineries are appointed, and the liquidation procedures start from the date of the general assembly’s decision to do so or from the date the liquidator is appointed
Cases that lead to voluntary liquidation:
- The company’s term ends, unless the authority decides to extend it
- or the absence of the goal for which the company was founded, or the impossibility of reaching the goal for which it was founded.
- Or a decision issued by the company to which the company is affiliated with dissolution and dissolution
- Or in the event that the partners agreed in the contract to terminate the company and, of course, in any case stipulated in the company’s system
Compulsory liquidation:
The liquidator is appointed in the event of the liquidation decision issued by the competent court, and in this case the court has the right, when considering the lawsuit to liquidate the company and before the liquidation ruling is issued, to appoint a liquidator.
The reasons that lead to compulsory liquidation are:
- If the company committed serious violations of the law or its articles of association
- If the company is unable to fulfill its obligations
- If it stops its business for a period of one year without justification or a legitimate reason
- If its losses exceed 75% of its subscribed capital, unless its authority decides to increase its capital.
The liquidation procedures for limited liability companies and the documents required during the liquidation are:
- Letter of termination of the lease contract / waiver form or withdrawal from the passage
- Meeting minutes including the liquidation decision and the appointment of the liquidator (the company's general assembly’s decision) with the invitation notes and the attendance statement
- Fill out the liquidation request signed by all partners in the company
- Fill out the liquidation report and appoint a liquidator for the company
- Attach a copy of the identity of the liquidator
- Issuing an advertisement that includes appointing the liquidator and his address in the local newspapers at the company’s expense
- Clearance from sales and income taxes
- A clearance from the Social Security Corporation
- After (15) fifteen days from the date of the announcement of the liquidation, the cancellation of the company will be announced at the company's expense
- Issuing a liquidation certificate
Filter procedures:
The liquidation procedures include selling the company's assets, collecting the debts owed to it and paying its obligations to others and then distributing the remaining cash to the partners, according to their capital balances. In order to do these procedures, a person is appointed to do these tasks called (the liquidator) is appointed by the partners in the case of voluntary liquidation and by the court in the case of forced liquidation and during the liquidation stage, the company remains retained its legal personality in order to complete the liquidation process and after the completion of the liquidation process the company registration is canceled and the legal person is canceled and upon the commencement of the liquidation procedures, the authority of the authorized manager of the company, whether from the partners or others, ends. The powers of the appointed liquidator are transferred, and the duties of the liquidator are limited to the following:
A- Determining the company's assets and properties, determining the obligations and debts owed by the company, and preparing a list of financial position accordingly.
B- The liquidator is not entitled to assign or dispose of any of the company’s properties except with the prior approval of the partners.
A- The liquidator is not entitled to do any new work in the name of the company, except that he is entitled to complete a work that the company previously started with.
D - After completing the liquidation process, the liquidator must submit a final account for each partner that shows the value of the actions he performed, and he must submit this account to the court if the liquidator was appointed by the court and cash receipts from the liquidation process are paid as follows, according to the priorities

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Waleed Al-Helo

Waleed Al-Helo

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الأسئلة المجابة 108892 | نسبة الرضا 98.1%

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