Official or alternative liquidation: what to choose

On the liquidation often begin to think when the activity of the company becomes inexpedient and expenses start to exceed revenues. Alternative liquidation allows you to get out of this situation with the least loss. The official path is not easy. It requires both efforts and a lot of time spent. In addition, the tax can appoint a check, and if there are any shortcomings founders are waiting for penalties. That's why entrepreneurs are looking for other ways to close the company.

How best to close the company?

Consider how an alternative liquidation of an LLC can be carried out . In this case, the tax audit will not be exact, the whole process will take much less time and will be much cheaper. As a result, the enterprise will continue to function, but at the helm there will be absolutely different people, or will cease to exist. Thus, the founders with quiet conscience "will retire".

The procedure can be implemented in many ways. One of them involves the replacement of all the main persons of the company, and in other cases there is a reorganization in the form of merger of one organization with another or merger, when another legal entity arises.

However, do not think that everything is as simple as it seems at first glance. The tax authorities show increased interest to such companies. Therefore, if, for example, the activity continues, the company may soon expect a tax audit, which will be carried out with special care. The risk of this event can be somewhat reduced if the affiliated organization is located in another region.

So, there are 2 ways how an alternative liquidation is carried out. They differ mainly in that when the composition of the management changes the company will continue its activities. At the same time, when it is reorganized, it ceases to exist, and another organization becomes its legal successor.

Reorganization

The necessary steps for the reorganization are as follows:

1. A new charter is being formed.
2. The founders and leadership are being replaced.
3. All changes are notified to the registration authority, which makes entries in the Register.
4. The balance is drawn up.

In the case of accession, one of the organizations continues its activities, becoming a legal successor, and the other ceases to exist. At the same time, all rights go to the main company.

Merger means merging two or more companies into one, resulting in a new organization. If there were no debts for taxes and collections to extra-budgetary funds, then you do not have to worry about that "checks" are coming. At the same time, if it is proved that the merger was conducted with a view to avoiding liability, then it can be recognized as illegal, and management will have to bear either administrative or criminal responsibility.

Change of leadership

This way is that the company is sold to a third party. The old owners will no longer engage in it and bear responsibility for current affairs. However, they can always be contacted about issues related to previous activities.

At the same time, new members enter the society, they are appointed to senior positions, and the old ones leave it, which is amended by the company's charter. In addition, the former founder can be displaced by other participants on the basis of a court decision.

What to choose?

Alternative liquidation is more preferable option than official, in the event that there are no debts at the company. Then you can even not doubt the chosen method and boldly get down to business. Otherwise, the owner should be afraid of subsidiary liability, that is, by obligations with his property.

Advantages and disadvantages

So, in comparison with the official alternative liquidation LLC has both pluses and minuses. Therefore, the choice of the optimal way of how to close a firm, should be carried out only based on the specific situation.

The main advantage is that you can save a lot of time and money, as well as avoiding unpleasant communication with government agencies.

But among the significant shortcomings is that the high risks remain the same for the old owners, and if they detect violations, they can answer before the law with their property.

Thus, a quick alternative liquidation of an enterprise does not mean a complete history finale for an entrepreneur. It can only guarantee a longer and more expensive official way.

Risks and consequences

Alternative liquidation of firms does not exclude the possibility of criminal prosecution in the event that dummies are involved in the proceedings during the procedure. But if these people are really buyers or a real operating company, then these risks are reset.

If at the merger the newly established company does not conduct business, which is why it is concluded that the procedure was carried out in order to avoid liability, the transaction can be declared invalid on the basis of a court decision.

If the established enterprise as a result of the reorganization recognizes itself bankrupt, the fact of intentionality will be proved, the former management can also be held accountable.

These are the risks in cases where an alternative liquidation of LLC with debts was conducted.