Unfiled annual accounts in France: catching up on missing years, in one go

The situation

The backlog usually builds up quietly: a busy year, a change of accountant, a company left dormant. It then surfaces at the wrong moment: an injunction to file, a bank asking for the latest published accounts, a buyer discovering, in the due diligence of a sale, several years with neither approval nor filing. At that point, each missing year is a corporate decision to reconstitute and a filing to complete, in order.

What the firm does, year by year

For each year to be regularised, the firm prepares the approval decisions according to the corporate form: in a SARL, a shareholders’ meeting or, in an EURL, a sole-shareholder decision; in a SAS, the form set by the articles, collective decision or sole-shareholder decision. It deals with the related-party agreements of the year and has the allocation of the result voted. It then files the accounts and the required documents with the registry, as authorised agent, under a power of attorney signed by the officer. At each filing, the confidentiality option available to the company is checked and exercised if wished; companies whose activity consists of managing equity holdings and securities, including holding companies, have no access to full confidentiality.

What the firm does not do

The annual accounts themselves are prepared by the company’s accountant: the firm works from the closed accounts the accountant provides. Contentious or procedural situations, a request to extend the approval deadline, a pending court injunction, are quoted separately. Filing goes exclusively through the agent’s power of attorney signed by the officer.

What regularisation changes

Regularisation puts the company in order for the future: complete registers, published accounts, a file that can be shown to a bank or a buyer. It stops the exposure linked to the failure to file; it does not, however, erase the past failure. The earlier it happens, the more it takes place on terms the company chooses rather than under the pressure of a procedure or a negotiation.

The price

Every engagement is covered by a fee agreement signed before any work starts. Processing time depends on the availability of the accounts prepared by the accountant and on the shareholders signing the decisions: it is indicated case by case, with no commitment to a date.

See also: approving annual accounts in a French company.

See also: the corporate health check for your company.

This information is general and does not constitute legal advice. Every situation calls for its own analysis.