Project for merger / split / transfer of business assets, assets, business divisions
When a merger, split, transfer of professional assets, assets or business division operation is planned between several entities, a draft of the operation must, in most cases, be drawn up and filed with the RCS.
This document must be registered and published in full in the RESA.
If several entities registered with the RCS are involved in the same operation, does the project have to be filed in each of their files?
If several entities registered with the RCS are involved in the same merger, split, transfer of professional assets, assets or business division operation, the project must be filed in the file of each of them.
However, the user does not need to file a separate document for each entity concerned. When filing the project on behalf of one of the entities, the user must provide the RCS number of the other participating entities. The project is then automatically filed in their respective files.
Please note that the registration fee is only payable once.
How to file a merger / split / transfer of professional assets, assets or business division operation with the RCS?
After selecting this service for an entity registered with the RCS that is affected by the operation, the user must first choose the language of the data entry form.
After indicating their choice, the user confirms the creation of their administrative procedure by clicking on the Suivant (Next) button.
The user is then redirected to the data entry form corresponding to the chosen procedure.
The user must, where applicable, provide information on the other entities registered with the RCS participating in the operation. To do this, they must click on the Ajouter un participant (Add a participant) option as many times as necessary.
After clicking on the Ajouter un participant (Add a participant) option, the user has to enter the RCS number of the registered person who participated in the operation and click on Recherche (Search) for their details to appear on the page.
Once all participating entities (registered with the RCS) have been entered under this point, the user can proceed to the next step by clicking on the button Compléter la publication (Complete publication).
They then have to attach the operation project in PDF/A format, under the heading Publication in the field Document(s) intended for publication by clicking on the Add attachment button.
The user is also asked to answer the question regarding the registration of the document by LBR.
The RCS administrator is authorized to register documents submitted for publication. The user can therefore choose whether or not they wish LBR to register the document in question when making their request. To do so, the user is asked to check one of the available options.
Date of publication
The publication date is, by default, the date on which the request for administrative procedure was accepted by LBR.
However, the user may choose a specific date for the publication of their document. To do so, they must check the box I would like to specify the publication date. After checking the corresponding box, the user is asked to enter a valid publication date in the field provided.
Finally, they can finalise their filing request by clicking on the Verification of the application button.