Closing a company is more than simply stopping business activities. Even if a company is no longer operating, it remains a legal entity until it has been formally dissolved and properly deregistered with all relevant authorities.
A liquidation process ensures that this is done correctly, transparently, and in compliance with applicable laws. Below we outline the key steps typically involved.
Important note:
While the steps below reflect the standard process, in practice liquidations can vary. Certain steps may be combined, completed in a different order, or in some cases become largely procedural.
The process starts with a written resolution of the General Meeting of Shareholders. In this document, the shareholders formally decide to dissolve the company as of a specific date.
The resolution also appoints a liquidator, who will be responsible for winding up the company’s affairs. In some cases, a custodian is also appointed to safeguard the company’s records after the liquidation is completed.
The liquidation must be officially notified to the Chamber of Commerce. The liquidator is registered so it is clear who is authorized to act on behalf of the company during the liquidation period.
The dissolution is typically announced publicly through a publication in the Gazette. This step ensures that creditors and other interested parties are informed that the company has entered liquidation.
Depending on the circumstances — for example if all creditors have already been settled — this publication may be more of a formal step within the overall process rather than a trigger for creditor claims.
The liquidator must settle the company’s outstanding obligations. This includes terminating agreements with third parties, paying creditors, and converting any remaining assets into cash where necessary.
This step is essential, as liabilities must be fully addressed before any distribution to shareholders can take place.
Once debts are settled, the liquidator prepares the liquidation accounts and a distribution plan. These documents show the company’s final financial position and how any remaining surplus will be allocated.
The liquidation accounts and distribution plan are generally filed with the Chamber of Commerce and made available for inspection by creditors.
This filing is also published in the Gazette, allowing creditors the opportunity to submit objections within the legally required timeframe. Depending on the stage of the liquidation and prior settlements, this step may occur at a slightly different point in the process.
Once debts are settled, the liquidator prepares the liquidation accounts and a distribution plan. These documents show the company’s final financial position and how any remaining surplus will be allocated.
The liquidation concludes with the drafting and filing of the final accounts (“closing statements”). The company’s records must be placed under the custody of a custodian, who is registered with the Chamber of Commerce.
In some cases, the final filing with the Chamber of Commerce takes place only after the liquidation has been fully completed and all balances have been cleared.
In addition to these legal steps, the company must also be deregistered with the tax authorities and other relevant institutions (such as banks, licensing bodies, and social insurance agencies). Proper deregistration helps prevent future compliance issues or unexpected tax assessments.
At HaVen, we guide clients on Sint Maarten through the full liquidation process — from the initial shareholder resolution to final deregistration with all authorities. Because every situation is different, we tailor the timeline and steps to the company’s specific circumstances.
Considering closing your company? Feel free to contact us for practical advice and support.
Founder & Director
Erik van Engelen, RA
vanengelen@havensxm.com
+1721 534 2833
Director
Erik Spek
spek@havensxm.com
+31 6 10917418
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Cole Bay, St. Maarten
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Whatsapp: +1721 524 2833
Phone: +599 790 2833
Email: info@havensxm.com
