Entrepreneurship is a quality that many people have who seek independence and the realization of their dreams, which often converges in the establishment of a company. But setting up a company had always been a matter of many requirements and solemnities under the forms of companies, and today possibilities such as sole proprietorships have opened up. In this article we will explain everything about this legal figure that can help you with your plans.
What are sole proprietorships?
It is a commercial figure created from article 71 of Law 222 of 1995 that establishes that through the Sole proprietorship a natural or legal person that meets the qualities required to carry out business, may allocate part of its assets for the realization of one or various commercial activities.
Is a legal person created then?
Yes. The sole proprietorship, once registered in the commercial register, forms a legal entity.
What are the requirements for the sole proprietorship?
It will be created through a written document, which will contain:
- Name, identity document, address and address of the employer.
- Name or trade name of the company, followed by the expression “Sole Proprietorship”.
- The domicile.
- The term of duration, if it is not indefinite.
- A clear and complete statement of the main activities, unless it is stated that the company may carry out any lawful act of commerce.
- The amount of the capital making a detailed description of the contributed goods, with an estimate of their value. The employer will respond for the value assigned to the goods in the constitutive document.
When the assets destined for the sole proprietorship comprise assets whose transfer requires a public deed, the incorporation of the company must be done in the same way and also registered in the corresponding registries.
- The number of shares of equal nominal value into which the capital of the company will be divided.
- The form of administration and the name, identity document and the powers of its administrators. In the absence of stipulations, it will be understood that the administrators may carry out all the acts, included within the planned activities
What is the scope of responsibility of the sole proprietorship?
For liability purposes, the parameters of limited liability companies are followed .
Can a sole proprietorship be converted into a company?
Yes, if at any time one of the parts of the company is transferred or a number of partners is constituted, they will have six months to make the respective transition. Bylaws should be created depending on the type of company that is adopted. These must be raised to a public deed that will be granted by all partners and registered in the commercial register. The new company will assume, without interruption, the rights and obligations of the sole proprietorship.
Can a company be converted into a sole proprietorship?
Yes, if the case arises where only one partner is left in charge of all the shares of the company, then it will become a sole proprietorship. For this, it is necessary that it be solemnized by public deed and registered in the commercial register within six months of dissolution.
How is sole proprietorship dissolved?
The reasons for dissolving it are the following:
- By will of the owner of the company,
- By expiration of the foreseen term, if any, unless it is extended by means of a document registered in the commercial register before its expiration.
- Due to the death of the constituent when this has been expressly stipulated in the act of incorporation of the sole proprietorship or in its reforms.
- Due to the impossibility of carrying out the planned activities.
- By order of the competent authority.
- For losses that reduce the equity of the company by more than fifty percent.
- For the initiation of the compulsory liquidation process.