Liquidation and Dissolution



Liquidation and Dissolution

Introduction

We have seen how some people, including lawyers and government officials who are concerned with the operation of companies mistakenly believe that when a corporation is dissolved, it should be understood that the company has ceased to exist. We've even heard that on the expiry social, society automatically ceased to exist and we have even seen some colleagues advise their clients to make an agreement that shortening the term social order that in a few days is deemed to be extinguished society and thus evade their responsibilities and obligations. However, this is not so and this article aims to clarify the point. The extinction of a corporation is actually much more complex than might be the extinction of some other form of private contract between the parties (Tingle, 1959).

Discussion

From the corporate perspective, the dissolution or winding up is the beginning of the period after the dissolution of the company or association, by which they are made for actual impecuniosities to the full completion of their existence by registering deletion permit. It is therefore the second phase of the termination of a partnership or an association, it has to precede the resolution of legal form independent, and it follows the cancellation in the Register (Fortune, 2003). The liquidation phase takes place only if a (not insolvent) company should be properly closed or an insolvency petition has been rejected due to insufficient assets (Tingle, 1959). The liquidation in the context of insolvency proceedings on the other hand follows the norms of the complex special insolvency rules.

Liquidation and Dissolution

Liquidation is proceedings conducted in partnerships and equity to cash the assets and the completion of the current affairs of the company. In the case of the liquidation of companies is a prerequisite for the dissolution of the company and its removal from the register. The method of liquidation shall be governed by the provisions of the Act. The liquidation is carried out under the name of the company with the addition of the mark "in liquidation". At the time of liquidation the company retains legal personality. Solution of the company leads to complete its legal existence and elimination of interest (Fortune, 2003). Liquidation is the process preceding the dissolution of the company, during which the immediate termination of current interests of the company, through, inter alia cash the assets of the company and its eventual split between the partners. The limited liability company liquidation is mandatory. It takes place even in the case of a company that has not commenced business. It should be noted that the winding does not necessarily mean the dissolution of the company, as shareholders may in certain situations, a unanimous resolution to change the articles of incorporation in such a way that will prevent its dissolution. The company shall after the liquidation, when the company struck from the register (Andresen, et.al, 2006).

It is necessary to focus on the possible dissolution of the company through the sale of the goodwill as an asset (as opposed to ...