Winding-up of a company

What if the shareholders breach their obligations? What if your company does not have an executive or does not have a legal seat?

Here below we bring you some info about the consequences of not respecting your obligations of a shareholder.

A company shall be wound up:

(a) on expiry of the period of time for which it was formed;

(b) on the date specified in a resolution of the members (partners, shareholders), or the competent organ of the company, as the day on which the company will be wound up; otherwise, on the date when such a resolution was adopted, if the company’s winding-up is connected with liquidation;

(c) on the date stated in a judicial order winding up the company; otherwise, on the date when such judicial order (decision) comes into legal force;

(d) on termination of a bankruptcy order upon implementation of the distribution schedule, or on cancellation of a bankruptcy order because the bankrupt’s assets are insufficient to cover the costs of bankruptcy proceedings; on dismissal of a bankruptcy petition due to a company’s lack of property,

(e) due to another reason,

On the basis of a motion by a state authority, or by a person who has proved a legal interest, the court may rule on the winding-up of a company and its liquidation in the following instances:

(a) if no general meeting has been held in a calendar year, or if the company’s organs whose term of office (or whose members’ term of office) terminated more than 3 months previously were not elected in the preceding year, unless this Code stipulates otherwise,

(b) if the company is no longer authorized to undertake business activity;

(c) if the company has breached the duty to create a reserve fund;

(d) if the company has failed to fulfil the duty consisting in submitting the balance shett to the Collection of Deeds for last two accounting periods