Journal articles on the topic 'Dissolution and liquidation'

The dissolution of a Limited Liability Company is basically something that isn’t desired by the shareholders, therefore the implementation of the dissolution of a Limited Liability Company should be avoided as much as possible, because the dissolution of a Limited Liability Company will provide great losses for the shareholders of the company and the parties directly related to the Company Limited. Pursuant to Article 142 paragraph (1) of Law Number 40 of 2007 concerning Limited Liability Companies, the dissolution of a Company may occur due to: First, based on the resolution of the General Meeting of Shareholders; Second, because the period stipulated in the articles of association has ended; Third, based on a court order; Fourth, with the revocation of bankruptcy based on the decision of the commercial court which has permanent legal force, the Company's bankruptcy assets are not sufficient to pay bankruptcy costs; Fifth, because the Company's bankrupt assets that have been declared bankrupt are in a state of insolvency as regulated in the Law on Bankruptcy and Postponement of Debt Payment Obligations; Sixth, due to the revocation of the Company's business license, which requires the Company to conduct liquidation in accordance with the provisions of laws and regulations. Based on the research results, the liquidator must make and submit a report on the liquidation implementation process, the report contains the responsibility for the liquidation he did. Furthermore, the accountability report is given and submitted by the liquidator to the General Meeting of Shareholders, the District Court, the liquidator is obliged to notify the final result of the liquidation to the Minister, the liquidator is also required to announce the final result of the liquidation process in a newspaper, the liquidator is responsible to the General Meeting of Shareholders or the court that appointed it for the liquidation of the Limited Liability Company. There is a criminal sanction, and if it can be proven that the liquidator acted the opposite / cheated arbitrarily in the sense of not clearing all company affairs in the context of liquidation, then the liquidator can be prosecuted by reporting violations of the code of ethics, and the Liquidator has the right to attend a lawsuit in court , Liquidators have the power to maintain and dispose of assets, Liquidators have general administrative power, Liquidators have continuous control rights over the Company's liquidation assets, Liquidators have the right to sell the liquidated assets.

Abstract This article deals with the dissolution and liquidation processes and their corporate and tax law effects on Austrian private foundations. Corporate and tax law aspects are briefly presented and discussed, and the consequences are outlined. The article serves to provide an overview and is intended as guidance for the course of a liquidation process in Austria. The authors also reflect on their personal experiences in practice and contribute these experiences to the article.

Le Code civil du Québec entré en vigueur le 1er janvier 1994 fait appel aux articles 355, 2230 et 2261 à la notion de « cause légitime » pour permettre la dissolution judiciaire des personnes morales et des sociétés et la résiliation des contrats de société. L’auteur analyse la jurisprudence relative à la notion similaire de « juste motif » utilisée à l’article 24 de la Loi sur la liquidation des compagnies du Québec pour recommander une interprétation beaucoup plus libérale de ces notions et une modification aux lois, pour donner aux tribunaux des pouvoirs de redressement de l’oppression aussi vastes que ceux que leur attribue l’article 241 de la Loi régissant les sociétés par actions de régime fédéral.

This article discusses about the Askes Workers rights protection after `dissolution without liquidation of PT. Askes (Persero), which The Askes Workers turned to BPJS Kesehatan workers. This research is yuridis normative by using secondary data. The results showed that the workers’ rights protection after dissolution based on Law No.13 of 2003 and The Employment Agreement between Workers with PT. Askes (Persero). The workers’ rights changes in BPJS Kesehatan requires the worker approval. Industrial disputes can be resolved through bipartite mechanism, non-litigation and litigation. Artikel ini membahas tentang perlindungan hak pekerja Askes pasca pembubaran PT Askes (Persero) tanpa likuidasi dimana pekerja Askes beralih menjadi Pekerja BPJS Kesehatan. Penelitian ini bersifat yuridis normatif yang menggunakan data sekunder. Hasil penelitian menunjukkan bahwa perlindungan hak-hak pekerja Askes pasca pembubaran PT Askes (Persero) berdasarkan UU No. 13 Tahun 2003 dan Perjanjian Kerja antara Pekerja dengan PT Askes (Persero) dimana perubahan hak-hak pekerja memerlukan persetujuan dari Pekerja. Perselisihan hubungan industrial dapat timbul akibat pembubaran PT Askes (Persero) dapat diselesaikan melalui mekanisme bipartit, non litigasi maupun litigasi.

The Poviat Committee of the Polish Workers ‘Party in Mrągowo was established on July 13, 1945. In December 1948, after joining the local organization of the Polish Socialist Party, it transformed into a Poviat Committee of the Polish United Workers’ Party in Mragowo. This structure functioned until mid-1975, when it was dissolved. After the liquidation of the district committee, all party organizations from the area of the abolished Poviat were subordinated to the Provincial Committee of the PZPR in Olsztyn. The total number of party members in the Poviat was systematically increasing from less than 1500 at the time of the establishment of the PZPR, to over 2600 at the time of the Poviat’s liquidation. The last reliable data from 1988 regarding the number of PZPR members was 1800. The largest party organization had the PZPR Mu�nicipal Committee in Mrągowo, gathering 40–50% of all party members in the aforementioned area. The PZPR organization in Mrągowo experienced two major organizational crises: in 1956 and in the years 1980–1982. The second of them brought losses, which proved to be impossible to mitigate. Individual branches lost up to 20% of their members, there was chaos in the organization and there were no people willing to perform party functions. The disintegration of the organization was halted in 1984–1986. In the last years of the PZPR (1987–1989) only its superior structures, i.e. committees, were active. The basic branches ceased operations well before the formal dissolution of the party.

The goal of this article consists in determination of the key aspects of foreign policy of the First Czechoslovak Republic, described in the Soviet historical science since the end of the World War II until dissolution of the Soviet Union. The subject of this research is the writings of Soviet historians dedicated to examination of foreign policy of interwar Czechoslovakia. The object of this research is the Soviet historiography of the late 1940s – late 1980s. The interest towards foreign policy problematic is substantiated by its crucial importance for the existence of the First Republic, which fully depended on the stability of the Versailles System of international relations that gave rise to it and was eliminated along with it. Analysis the works of Soviet historians allows concluding that the main vectors in examination of foreign policy of the First Czechoslovak Republic and its assessment were formed by the early 1960s, and with no significant changes lasted until dissolution of the Soviet Union. It is worth noting that the national historiography at that time significantly advances in studying various aspects of foreign policy of the First Czechoslovak Republic, namely Czechoslovakia–Soviet Union relations and events preceding the Munich Agreement and liquidation of the First Republic. However, the prevalent in Soviet science class approach, with all its significance, did not allow giving an unbiased assessment to the events of 1938, as well as to foreign policy of the interwar Czechoslovakia overall.

Abstract One Micro-enterprises can benefit from state aid only when they demonstrate that, at the time of the on-line completion of the business plan, they meet cumulatively the eligibility criteria imposed by the funding authority. These criteria are minimal and binding for fund applicants and are conditioned as micro-enterprises: 1. to be organized either according to the Law on Commercial Companies no. 31/1990 or according to Law on co-operation no. 1/2005, republished; 2. are small and medium-sized enterprises; 3. are registered at the national trade registry office; 3. have integral private share capital; 4. have their registered office and / or working place; 5. the subject-matter of the activity is authorized and eligible according to the requirements of the aid scheme at the time of submitting the request for reimbursement; 6. the activity takes place in Romania; 7. does not have obligations to the consolidated budget of the state; 8. is not in bankruptcy, is not in dissolution, is not in judicial reorganization, is not in liquidation, is not subject to forced execution, is not in insolvency or bankruptcy, does not have temporary suspended activity or has operational closure.

This article aims to provide an overview of the main features of the limited liability company (hereinafter: LLC) in Croatia. LLCs are the most common company type in Croatian business practices. This is because of low amounts of minimum sharecapital, limited liability of shareholders, freedom of shareholders to regulate own internal relations and the LLC’s internal organization, which is regulated by the articles of association and holds fewer formalities to function. Interestingly, most LLCs are established as a single shareholder LLC, followed by two and three shareholders LLCs. This supports the finding that Croatian LLCs are often closely held companies, whose founders also act as directors and employees of the company. Since 2012, it is possible to form a simple LLC for a minimum share capital of 10 KN (cca. 1.32 EUR), and as of 2020, LLCs can even be established online. Thus, the simplicity and cost effectiveness to establish an LLC remain its primary advantage. Mandatory provisions that shareholders must respect are inter alia capital requirements and capital maintenance, formation, and competencies of the management board and shareholders’ meeting. The shareholders’ meeting is superordinate to other LLC bodies, allowing directors to be appointed and dismissed at any time. Shares are alienable and inheritable, but their transfer may be limited by the LLC’s articles of association. In certain cases, shareholders can be held personally liable for the LLC’s obligations (e.g., in the event of abuse of limited liability, partial payment of capital contributions, and the LLC’s dissolution without liquidation). Further specifics and current challenges of LLCs in Croatia will be analysed in detail.

Abstract A civil partnership is a legally recognized relationship between two people of the same sex or the opposite sex that offers many of the same benefits as a conventional marriage. Before addressing the specificities of the French civil partnership contract, designated as a civil covenant of solidarity (pacte civil de solidarité), commonly known as PACS, it is necessary to define and explain the origin of this type of contract. The conclusion of a PACS, despite the fact that it is less formal than marriage, implies the respect of certain conditions of substance and form during its formation and its modification. Recently, PACS has undergone changes on this point, through a simplification of the rules of form with the establishment of its statement and registration by the registrar, removing the court clerk’s intervention. Once the PACS is concluded, with the main purpose of organizing the couple’s common life, this contract produces personal, pecuniary and patrimonial effects between the partners. As the PACS is legally only a contract, it can be dissolved by the appearance of four events. When PACS is dissolved, consequences result for the situation of the partners because they must proceed to the liquidation of the property they own and also repay the debts incurred during the period of their living together. If the dissolution of PACS is caused by the death of one of the partners, then particular consequences will affect the situation of the surviving partner. In fact, couples who entered into a PACS are not considered heirs in the eyes of the law. However, there are alternatives preventing the application of this principle, but they must be realized during the lifetime of the partners.

El concurso de acreedores constituye una institución mixta de derecho mercantil y procesal que tiene por objeto la salvaguarda del patrimonio social o masa con la finalidad de permitir a los acreedores de una sociedad en situación de insolvencia obtener el cobro de sus créditos en la mayor medida posible, ya sea mediante la suscripción de un convenio que tienda a permitir la supervivencia de la empresa como medio de obtención de los recursos precisos para hacer frente al pago, ya sea mediante la instauración de un proceso liquidatorio que partiendo de una disolución ordenada de la sociedad, contemple la satisfacción de los acreedores de acuerdo con un orden de prelación determinado por una jerarquización crediticia construida sobre la base de la mayor preeminencia de determinados grupos de acreedores caracterizados por la relevancia social de los sujetos que integran cada grupo. La institución del concurso de acreedores viene actualmente regulada en la Ley 22/2003 de 9 de julio, inspirada en el principio de unidad de disciplina como expresamente reconoce la Exposición de Motivos de esta Ley, la cual somete a un mismo régimen normativo a la totalidad de las situaciones concursales, con independencia de que afecten a personas físicas o jurídicas, comerciantes o no. En tal contexto, las singularidades que por su idiosincrasia interna presenta la sociedad familiar tienen su reflejo en la regulación y el desarrollo del concurso de acreedores, en cuestiones tan relevantes como la génesis y virtualidad de la decisión de instar la declaración de concurso voluntario ante el Juzgado de lo Mercantil, la calificación de los créditos de los socios, su intervención en la junta de acreedores, la solicitud de la apertura de la fase de liquidación, o la calificación del concurso.<br /><br />The bankruptcy constitutes a mixed institution of commercial and procedural law that takes as an object the safeguard of the social heritage or mass with the purpose of allowing to the creditors of a company in situation of insolvency obtain the collection of his credits in the major possible measure, already be by means of the subscription of an agreement that tends to allow the survival of the company as way of obtaining of the precise resources to face to the payment, already be by means of the restoration of a liquidation process that departing from a dissolution been ordained as the company, contemplate the satisfaction of the creditors of agreement with an order of marshalling determined by a credit hierarchical organization constructed on the base of the major preeminence of certain groups of creditors characterized by the social relevancy of the subjects who integrate every group. The institution of the bankruptcy comes nowadays regulated in the Law 22/2003 of July 9, inspired by the beginning of unit of discipline as expressly it recognizes them the Exposition of reasons of this Law, which submits to the same normative regime to the totality of the situations compete for them, with independence of which they affect natural or juridical persons, merchants or not. In such a context, the singularities that for his internal idiosyncrasy the familiar company presents have his reflection in the regulation and the development of the creditors' contest, in questions as relevant as the genesis and virtuality of the decision of urging the declaration of voluntary bankruptcy before the Judge of the mercantile thing, the qualification of the credits of the partners, his intervention in the creditors' meeting, the request of the opening of the phase of liquidation, or the qualification of the bankruptcy.<br />

The Polish version of the article was published in “Roczniki Humanistyczne,” vol. 57 (2009), issue 2.
 The Sodality of Our Lady is a Catholic religious association for young people founded in the Jesuit College in Rome in 1563 by Fr Jan Leunis. The most gifted and devout boys joined the Sodality in order to spread the cult of the Mother of God. Popes provided care for the vibrantly developing movement because of the great influence Sodalities of Our Lady had on the religious formation of young people. Jesuits established Marian congregations of students attending colleges in all Catholic countries, forming an international elite organization of lay Catholics. Sodalities thrived and they spread to all social estates in the 17th and the first half of the 18th century. Not only did school students belong to it, but also popes, kings, the gentry, clergy, townsfolk, craftsmen, military men and servants. The chief objective of the Sodality was to live by the motto “Per Mariam ad Jesum.” The development of the Sodality was halted by the dissolution of the Jesuit Order. In the middle of the 19th century the pronouncement of the dogma of the Immaculate Conception of the Holy Virgin, made by Pope Pious IX, opened a new era of the cult and a new period in the history of the Sodality.
 In Poland, the first Marian congregation of school students was established in Braniewo in 1571. At the end of the 18th century, before the dissolution of the Jesuit Order, in Poland there were 66 colleges, seminaries and monastery schools, and there was always at least one congregation affiliated to each of the schools. At the end of the 19th century, school sodalities were revived in Galicia, i.e. in Tarnopol, Chyrów, Tarnów, and in a girls’ secondary school run by the Ursulines in Kraków. A dynamic development of Marian congregations of school students started after Poland regained independence in 1918. The centre of the sodalitarian movement for all the estates was Kraków. The movement gained solid foundations in the two powerful sodality unions of both secondary school boys and girls. Father Józef Winkowski established a sodality for boys, and Fr Józef Chrząszcz one for girls. Sodalities published their own magazines, organized conventions, pilgrimages to Jasna Góra (Częstochowa, Poland), and ran charity organizations. In the late 1930s, nearly seventeen thousand students of secondary schools throughout the country were members of school sodalities. At the dawn of the Second Polish Republic, the greatest number of school sodalities operated in Kraków. There were 11 boys’ sodalities in secondary state schools and one in a private school run by the Piarist Order, and 11 girls’ sodalities in state and private schools. The Sodality of Our Lady contributed to the religious revival in Poland. The development of this organization was halted by World War II. After the war, in the years 1945–1949, the operation of the Sodality of Our Lady was resumed in many centres. The liquidation of church organizations in 1949 stopped its work for good, and its members came to be persecuted by the Communist regime.

Purpose – The purpose of this paper is to estimate the effect of the combined (Federal and state) estate, inheritance, and gift (EIG) tax burden per decedent on the number of firms in the USA. Design/methodology/approach – Estimates are based on a longitudinal panel of 50 American states from 1988 to 2006. Findings – The paper finds that the growth in the EIG tax burden per decedent significantly reduces the growth in the number of firms, especially small firms. The higher dissolution rate among small firms can be attributed to the asymmetric liquidity effect, which limits the ability of small business owners to raise the funds needed to pay the estate tax without liquidating their estates. Practical implications – The estimates suggest that the reductions in EIG taxes, brought about by the passage of 2001 EGTRRA, have lead to a higher growth in the number of firms, ceteris paribus. Social implications – As of this writing, the future of the Federal estate tax looks uncertain. Policymakers should note that the estate tax lowers competition and economic growth, which hurts both the poor and the rich. Originality/value – This study is the first to examine the impact of the combined (Federal and state) EIG tax burden on the number of firms using state-level panel data.

Contrary to widely accepted views, the former zaibatsu owner families, despite the drastic reduction in their enormous wealth, emerged from the U.S. Occupation with relatively sizable assets. The Holding Company Liquidation Commission, the Japanese agency that at the direction of Occupation Headquarters (GHQ) seized stocks that the zaibatsu families had held either directly or through their holding companies, worked to protect the families, especially by convincing GHQ to switch compensation from nonnegotiable bonds to cash. Furthermore, in the sale of stocks, the policy of giving purchase priority to zaibatsu company employees appears to have made it possible in some cases for the families to buy back shares and regain control over their former enterprises after 1952. As it turned out, the confiscatory measure was not so much the appropriation of the families’ assets under the GHQ-mandated dissolution of the combines as it was the Japanese government’s own punitive capital levy.

As per the Companies Act, 2013, a Company is an artificial juristic person which can only come into existence through registration and incorporation and is provided with various rights, duties and obligations .Similarly dissolution of company is a legal phenomenon, as per the guidelines of the article of association, being regulated by the various provisions of the said Act. Winding up means a process by which the dissolution of a company is brought about and its assets are realized and applied in the payment of its debts. After satisfaction of the debts, the remaining balance, if any, is paid to the members in proportion to their contribution to the capital of the company. As per Section 2 (94A) of the Companies Act, 2013, winding up refers to process winding up under the said Act or liquidation under the Insolvency and Bankruptcy Code, 2016. There exit various modes of winding up of Companies under section 270 of Companies Act, 2013, such as Compulsory winding up by the courts, Winding up under the supervision of court and Voluntary winding up. After the enforcement of the Insolvency and Bankruptcy Code, 2016, several changes have been brought in the Companies Act, 2013, such as subtractions voluntary winding up and winding up on the ground of inability to pay debts. The research paper is an attempt to examine the important principals governing winding up of companies in India and has been written in an analytical style. The study is essentially being doctrinal and secondary source of data has been used for writing the research paper. The primary sources include Companies Act, 1956, Companies Act, 2013, Insolvency and Bankruptcy Code, 2016 and the government notifications of various amendments done in the existing laws. The research paper will analyse the recent trends in the winding up of companies in India and its impact followed by suggestions wherever required.

Многие десятилетия угледобывающая промышленность оказывает интенсивное негативное влияние на все компоненты окружающей среды в Восточном Донбассе. Одним из наиболее мощных факторов преобразования гидрогеохимических условий являются шахтные воды. Особенно интенсивные изменения концентраций макрокомпонентов в шахтных водах произошли в последние 25 лет поле массовой ликвидации угольных шахт в регионе. Для всех лимитируемых макрокомпонентов обнаружено превышение ПДК вод хозяйственнопитьевого и культурнобытового водопользования по средним концентрациям, а для некоторых компонентов даже по минимальным значениям. По средним концентрациям 20ти микроэлементов превышение ПДК обнаружено в 53х компонентов, по максимальным концентрациям в 73. Средние концентрации по ряду элементов в десятки раз превышают соответствующие ПДК, а по максимальным концентрациям превышение составляет сотни раз. В грунтовых и поверхностных водах произошло увеличение средних, медианных и максимальных концентраций макрокомпонентов в 1,220 раза. По средним концентрациям превышение ПДК отмечено для 67, а по максимальным для 83 100 лимитируемых компонентов. Для средних концентраций микроэлементов в грунтовых водах превышение отмечено в 40, а для максимальных значений в 67 случаев. Средние концентрации микроэлементов превышают ПДК в несколько раз, максимальные концентрации в десятки раз. После ликвидации угольных шахт, произошло резкое усилении процессов окисления сульфидов и серы, содержащихся в углях и вмещающих горных породах, и растворение сульфатов. Сравнение гидрогеохимических условий в Восточном Донбассе до и после массовой ликвидации угольных шахт (за 25 лет) выявило значительное ухудшение качества шахтных вод и усиление процессов загрязнения грунтовых и поверхностных вод в регионе. Все изложенное свидетельствует о необходимости проведения реабилитационных мер и о совершенствовании очистных технологий For decades, the coal industry has had an intense negative impact on all environmental components in Eastern Donbass. Mine water is one of the most powerful factors in the transformation of hydrogeochemical conditions. Particularly intense changes in the concentrations of macro components in mine waters have occurred in the last 25 years the field of mass liquidation of coal mines in the region. For all the limited macrocomponents, the MAC exceeded the water supply of householddrinking, cultural, and domestic water use in average concentrations, and for some components even on minimum values. For an average concentration of 20 micronutrients, excess of MAC was found in 53 of components, at a maximum concentration of 73.The average concentrations of a number of elements are ten times higher than the corresponding MAC, and at maximum concentrations the excess is hundreds of times. In groundwater and surface waters there was an increase in average, median and maximum concentrations of macro components by 1.22.0 times. On average concentrations, the excess of MAC was observed for 67, and for the maximum for 83100 of the limited components. For average concentrations of trace elements in groundwater, excess was observed in 40, and for maximum values in 67 of cases. Average concentrations of trace elements exceed MAC several times, maximum concentrations tenfold. After the liquidation of coal mines, there was a sharp increase in the oxidation processes of sulphides and sulfur contained in coals and consumable rocks, and the dissolution of sulfates. Comparison of hydrogeochemical conditions in Eastern Donbass before and after the mass liquidation of coalmines (for 25 years) revealed a significant deterioration in the quality of mine water and increased groundwater pollution processes in the region. All of this demonstrates the need for rehabilitation measures and improvements in treatment technologies