published_or_final_version / Business Administration / Master / Master of Business Administration

1 Protection of company's creditors during liquidation Abstract This diploma thesis deals with the protection of creditors, which the legal legislation provides them during liquidation. This issue remains important even after the recodification of private law, because new legislation has not removed all weaknesses in the protection of creditors. The thesis is divided into five chapters. Objective of these chapters is to cover most of the instruments that protect creditors throughout the liquidation process and after its ending. The first chapter is dedicated to the liquidator, who is the key person of the liquidation process. This chapter also involves a list of his rights and duties. That provides an overview of the protection of creditors during liquidation and the next parts of diploma thesis describe these rights and duties in detail. The second chapter delves into the instruments of protection which are associated with the beginning of liquidation. The third chapter deals with a protection of creditors during the whole process. In particular it deals with payment of the company's debts and includes the analysis of specific groups of creditors. Afterwards, effects of entry into the liquidations are described. The last part of the third chapter reflects documents which need to be drafted at the end of...

Reproduction de : Thèse de doctorat : Droit privé : Le Mans : 2008. Reproduction de : Thèse de doctorat : Droit privé : Université de Lomé : 2008. / Titre provenant de l'écran-titre. Bibliogr. f. 402-443.

Lietuvoje vienas iš bendrovės pabaigos pagrindų yra bendrovės kaip juridinio asmens likvidavimas, kuomet nutraukiama bendrovės veikla, turtas paskirstomas kreditoriams ir akcininkams, bendrovė išregistruojama, o teisės ir pareigos nepereina kitiems juridiniams asmenims. Tinkamas likvidavimo reglamentavimas ir taikymas yra būtina sąlyga norint pasiekti likvidavimo tikslą – tinkamai nutraukti bendrovės dalyvavimą civiliniuose santykiuose, derinant viešąjį interesą ir bendrovės kreditorių bei savininkų interesus. Šiame darbe nagrinėjami likvidavimo teisinio reglamentavimo ir taikymo trūkumai, nes tik juos nustačius ir eliminavus įmanomas teisinės sistemos tobulinimas. Tuo tikslu nuosekliai analizuojami bendrovių likvidavimo pagrindai, pavyzdžiui, bankrutavusios bendrovės likvidavimas ar likvidavimas Juridinių asmenų registro iniciatyva, likvidatoriaus statuso klausimai, tokie kaip likvidatoriaus skyrimas, atšaukimas, pavadavimas, reikalavimai likvidatoriui, jo kompetencija ir atsakomybė, taip pat likviduotos bendrovės išregistravimo klausimai, pavyzdžiui, Juridinių asmenų registrui pateiktini dokumentai. Analizuojant minėtus institutus, keliami įvairūs su jų reglamentavimu ir taikymu susiję klausimai, identifikuojami probleminiai aspektai, jie analizuojami ir pateikiami galimi jų sprendimo būdai. / Public and private limited companies under Lithuanian law may be dissolved in several different ways. Only one of these cases is liquidation. This covers both – voluntary liquidation when company members decide to dissolve the company, pay out its creditors and divide its net capital among themselves and compulsary liquidation decided by court or creditors meating including liquidation as conclusion of bancruptcy proceedings or liquidation iniciated by the Registrar. Proper regulatory framework and application is the main condition on purpose to wind-up the company duly and at the same time to reach the balance between interests of company members, creditors and society which in many ways differs markedly. It is a matter of primary importance to analyze and identify the regulatory framework and application issues of corporate liquidations. In this study author analyzes such issues as legal grounds of liquidation, status of liquidator, liquidation proceedings, documents which are necessary to wind-up the company etc. Author identifies problems and in many cases offers a possible solution.

Thesis (D. Min.)--Trinity Lutheran Seminary, 1980. / Vita. Includes bibliographical references (leaves 180-181).

Th.--Droit--Nantes, 1983.

LL.M. (Commercial Law) / Section 81(1)(d) of the Companies Act 71 of 2008 allows a company, one or more of its directors or shareholders to apply to a court of law to wind up a solvent company. In essence, they can do so under three specified circumstances namely, where the directors are deadlocked in the management of the company and the shareholders are unable to break the deadlock, the shareholders are deadlocked in voting power and have failed for a period that includes at least two consecutive annual general meeting dates, to elect successors to directors whose terms have expired, or it is otherwise just and equitable for a company to be wound up. Item 9 schedule 5(1) of the Companies Act 2008 states that chapter 14 of the Companies Act 1973 continues to apply in regard to winding-up and liquidation of companies under the Companies Act 2008 as if the Companies Act 61 of 1973 has not been repealed. By virtue of this schedule, section 347 of the Companies Act 1973 still remains applicable. However, section 347(1) of the Companies Act 1973 still makes reference to section 346 of the Companies Act 1973 which is no longer applicable for winding-up of a solvent company and for that very reason it appears as though the intention is that section 347(1) of the Companies Act 1973 should not apply in such circumstances, I recommended that an amendment be made to the Companies Act 2008 to rectify this discrepancy. In light of the inclusion of section 347(2) of the Companies Act 1973, by virtue of item 9 schedule 5 of the Companies Act 2008, an application brought by shareholders places a definitive onus and an additional burden on the applicants to prove that they have exhausted all remedies available to them and they had no other alternative but to bring a winding-up application as a last resort. The all encompassing provision of section 81(1)(d)(iii) of the Companies Act 2008, I argued, should allow for a winding-up of a company, even in respect of the weaker forms of deadlock, where it does not fit neatly within section 81(1)(d)(i) and section 81(1)(d)(ii) of the Companies Act 2008. The word ‘otherwise’, in my opinion, has been correctly included in section 81(1)(d)(iii) of the Companies Act 2008. The courts will inevitably be 8 | P a g e left to determine the perimeters of section 81(1)(d)(iii) of the Companies Act in relation to the sections 81(1)(d)(i) and 81(1)(d)(ii) of the Companies Act 2008. I discovered striking similarities to the wording of the just and equitable provision and this wording has been consistent in various versions of the companies acts (both current and previous) in various jurisdictions. The ejusdem generis principle, I argued, is not applicable and the just and equitable provision needs to be looked at independently of the other grounds. From the recent case law arising on the interpretation of section 81(1)(d) of the Companies Act 2008, it is clear that the various principles which were developed during the era of the previous companies acts were still applicable and relevant to the Companies Act 2008, unless the Supreme Court of Appeal in South Africa decides otherwise.

South Africa has a dualistic system of insolvency law, which means that individual and corporate insolvency is dealt with in separate statutes. The purpose of this study is to propose a framework for corporate insolvency law reform, with a view to introducing a single insolvency statute in South Africa. In determining the reasons for the separate development of individual and corporate insolvency in South Africa, research is conducted into the historical development of both individual and corporate insolvency law. Although corporate insolvency is supplemented by the substantive rules of individual insolvency, the existence of separate statutes regulating individual and corporate insolvency has resulted in the separate development, and resultant fragmentation, of South African insolvency law. In determining why some countries have been more successful than others in introducing a unified insolvency statute, a brief comparative study is undertaken in respect of the insolvency regimes that apply in England, Australia, Germany and the United States. Research is then conducted into the possibility of introducing a unified insolvency statute in South Africa. Having determined that the underlying problem of a dualistic system is the fragmentation of the regulatory statutes, the remainder of the thesis is devoted to making proposals for the introduction of a unified statute. In proposing a unified insolvency statute the following critical issues are addressed: the definition of "debtor" for the purposes of a unified statute; whether a unified statute should also address the liquidation of specialised institutions such as banks; liquidation applications; the commencement of liquidation; the vesting of the insolvent estate; whether ancillary matters such as alternatives to liquidation, insolvent deceased estates, business rescue provisions, compromises, personal liability provisions and cross-border insolvencies should be included in such a statute; and revised provisions in regard to voluntary liquidations by resolution. The conclusion that is reached, is that it is in fact possible to substantially unify all the provisions relating to individual and corporate insolvency law in South Africa into a single statute. This conclusion is reached by means of a draft Insolvency and Business Recovery Bill, and is included as part of the conclusion to the thesis. / Thesis (LLD)--University of Pretoria, 2004. / Mercantile Law / unrestricted

The aim of this thesis is to estimate the investment value of the company Klatovské rybářství a. s. for the needs of its owner to the date 1.1.2015. The thesis is divided into four parts. Introductory chapter describes basic information about the company. Following strategic analysis specifics relevant market, occupies with microenvironment, makroenvironment and SWOT analysis. The strategic and financial analysis of the company answer the question of whether the company meets the going concern. Based on the analysis of the company is selected liquidation value. Accounting value was selected as a control method of valuation.

The objective of the thesis is to demonstrate the use of valuation methods as a support for managerial decisions of enterprise liquidation. The thesis includes traditional parts of valuations such as strategic and financial analysis, value drivers analysis, which allow us to confirm or disprove going concern assumption and future liquidation. Finally, we will use valuation methods to determine the optimal timing of enterprise liquidation or possibility of business remediation.