Year: 2024
Type: article
Abstract: The cessation of the legal existence of a company affects many entities that have entered into legal relations with it. Above all, its unsatisfied creditors are affected, but the legal situation of the company's shareholders is also altered. Legislators approach the issue of the cessation of the company's legal existence in different ways and address the problems related to the status of the legal relations of the defunct company differently. The paper presents the two main approaches legislators adopt in this regard in several European jurisdictions (Italy, Poland, the United Kingdom, Germany, France, Spain and Switzerland) and discusses models that exemplify each approach. The study points out the strengths and weaknesses of these approaches and various models, paying particular attention to the way in which the interests of stakeholders and shareholders are balanced and how legal certainty is addressed in each of them. The paper seeks to answer the question of whether it is legitimate to build parallels between the cessation of the legal existence of an individual and a company and to draw on institutions known from succession law when regulating the legal relations of defunct companies. Keywords: Defunct company; Striking off; Legal succession; Liquidation; Creditor’s protection
Source: Athens Journal of Law
DOI: 10.30958/ajl.10-4-8
Author: Julita Zawadzka
Institution: Jagiellonian University
Language: English
Subfield: Accounting
Domain: Social Sciences
Open Access status: bronze
OpenAlex ID: W4402970608