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According to Law 31/1990, companies can cease their existence by several ways, among which we mention the procedure of dissolution and liquidation in Romania, the expiry of the period for which the company was established, the bankruptcy of the company in Romania. The Romanian Law firm Pavel, Mărgărit and Associates recommends contacting a lawyer specialized in insolvency, restructuring and bankruptcy in Romania and a lawyer specialized in corporate and commercial law in Romania to provide legal services at the highest standards in regards to the procedure of dissolution of a company in Romania, liquidation of a company in Romania or bankruptcy proceedings in Romania.
The dissolution and liquidation in Romania represent successive stages of the process of closing a company in Romania.
By means of the dissolution of a company in Romania, specific operations are carried out with the aim of preparing the deregistration of a company in Romania and the liquidation of the company’s assets.
During the dissolution procedure in Romania, the company retains its legal personality and existence only for the purpose of carrying out the liquidation operation.
The liquidation of a company in Romania includes the phase of liquidation of the company’s assets by executing the payments to the creditors of the company and the distribution of the net assets among its shareholders.
We mention that in the liquidation procedure in Romania, the company retains its legal personality, which will be subordinated to the procedure for carrying out the liquidation requirements provided by law.
It is important to note that at this stage of the procedure of closing a company in Romania,the company shall have no debts to creditors, including to the Romanian state. Otherwise, the creditors shall need to be paid before and with the aim of finalizing the liquidation procedure in Romania, the creditors having the possibility to object the decision of the shareholders of the company for the dissolution.
After carrying out the liquidation procedure in Romania, the shareholders shall proceed with the deregistration of a company in Romania with the competent Trade Register within the deadline provided by law.
However, closing a company in Romania may be carried out without going through the liquidation procedure in Romania if the shareholders agree on the dissolution of a company in Romania and on the manner of executing the liabilities and distributing the company’s assets.
Considering the fact that the deregistration of a company in Romania requires the submission with the Trade Register of the documents corresponding to the dissolution and liquidation in Romania, namely the dissolution decision, the decision to execute all liabilities and to distribute the assets of the company, the liquidation balance sheet, the Romanian Law Firm Pavel, Mărgărit and Associates can provide legal assistance and representation in all stages of the dissolution and liquidation in Romania, with the support of the team of lawyers specialized in corporate and commercial law in Romania.
According to Law 85/2014, the bankruptcy procedure in Romania is the collective and equal insolvency procedure, which applies to the debtor in order to liquidate its assets in order to cover the liabilities, followed by the debtor’s deregistration from the Trade Register.
Therefore, the bankruptcy procedure in Romania aims the payment of the debts by liquidating the debtor’s assets according to the procedure in which it is necessary for the debtor to file an insolvency request, to prepare the decision of the shareholders of the company in case the company wishes directly to initate the bankruptcy proceedings in Romania. To this aim, a lawyer specialized in insolvency, restructuring and bankruptcy in Romania may provide legal assistance both to limit the consequences of bankruptcy and at the stage of declaring bankruptcy in Romania, entering into payment commitments with creditors and carrying out legal proceedings in compliance with all the requirements laid down by the legislation in force.