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The deadline for aligning the Statute with the new Companies Act is approaching

The new Companies Act (Official Gazette 65/20) obliges all LLCs, general partnerships and entrepreneurs to harmonise their organisation and corporate documentation with the law — otherwise court liquidation follows.

FP Finance Plus 9 March 2021

In 2020, the new Companies Act (Official Gazette 65/20) entered into force. According to this act, all limited liability companies (LLCs), general partnerships and entrepreneurs are obliged to align their organisation with the provisions of the new act and to register the changes no later than the statutory deadline.

What exactly must be aligned?

It is necessary to carry out a change of corporate documentation — which includes:

  • The company’s Statute
  • The company’s bodies (management, board of directors, general meeting)
  • The company’s other general acts

All the above documentation must be fully aligned with the new act.

The risk: court liquidation

According to Article 329, paragraph 5 of the Act:

The authority responsible for registration will, within 30 days of the expiry of the statutory deadline, initiate proceedings before the competent court for the court liquidation of companies that have not fulfilled the obligation to register within the allotted time — and remove them from the register after the procedure is carried out.

In other words, a firm that does not carry out the alignment on time risks being extinguished ex officio.

Deadlines by type of entity

  • Large JSCs and large LLCs — the deadline is until 3 April 2021
  • Entrepreneurs — the deadline has already expired

How Finance Plus can help

If you want us to:

  • Prepare amendments to the corporate documentation in accordance with the new Companies Act
  • Register the changes with the CRPS (Central Register of Business Entities)
  • Monitor all deadlines and statutory requirements

Contact us — react in time to avoid the initiation of court liquidation proceedings.

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