New requirements for the transfer of an enterprise and for the sale of company shares
On 22.12.2017 amendments and supplements were promulgated to the Commercial Law.
New requirements for the transfer of an enterprise and for the sale of company shares were introduced. An enterprise with employed workers and employees may be transferred after the payment of the due but unpaid labor remunerations, compensations, compulsory social security contributions of the workers and employees by the transferor including of the workers and employees, the employment relationships with which have been terminated within three years prior to the transfer of the enterprise. If the parties explicitly agree the enterprise may also be transferred if the transferee fulfills these obligations.
Upon limited liability companies for the transfer of company shares from a partner to third parties it shall be required except complying with the requirements for admission of a new partner the company not to have unpaid and due labor remunerations, compensations and compulsory social security contributions of the workers and employees including of the workers and employees, the employment relationships with which have been terminated within three years prior to the transfer of the company shares.
A part of the adopted amendments and supplements concern the insolvency proceedings. As an insolvent shall also be deemed a merchant which is unable to meet a due obligation for payment of labor remunerations to at least one third of the workers and employees, which has not been completed for more than two months.
Insolvency proceedings shall also be instituted pursuant to an application in writing submitted to the court by the Executive Agency „General Labor Inspectorate“ for due and non-executed for more than two months obligations for labor remunerations of at least one third of the merchant's workers and employees.
A receivable of a worker or employee arising from a labor relationship or a terminated labor relationship with the debtor up to 6 months prior to the entry of the judgement on instituting bankruptcy proceedings in the Commercial Register shall be entered ex officio by the trustee in the list of the accepted receivables.
A proposed stabilization plan shall also be voted by creditors with receivables arising from labor relationships or terminated labor relationships which have occurred up to 6 months before the date of the court ruling on instituting proceedings for stabilization.
