LIQUIDATION PROCEDURE UNDER THE SERBIAN CORPORATE ACT

Liquidation procedure is a type of the bankruptcy procedure of the company, envisaged under Serbian Corporate Act (“Official Gazette of RS”, nos. 36/2011, 99/2011, 83/2014, 5/2015, 44/2018, 95/2018 and 91/2019) in situation when respective company has sufficient funds to fulfill all of its obligations and debts, before its closure.

In order to conclude the process of liquidation, company has several legal actions to be undertaken. Namely, Company is requested to prepare resolution on initiating the liquidation process (the „Resolution“), in which it will appoint a liquidator of the company, who will take (part of) responsibilities from the legal representative of the company, in further company business activities. Resolution must be registered before the Business Register Agency (“BRA”).

Upon the registration of Resolution, BRA will publish it on its web – site, with an invitation to all of company’s creditors to submit their claims toward company (debtor), within the 120 days period, calculated from the date of publication of Resolution. Liquidator decides upon submitted claims, i.e. liquidator is entitled to challenge each of the claims or to accept them.

Subsequently, the company i.e. liquidator is obliged to conclude report called initial liquidation balance, within 30 days from the publication of Resolution on BRA web – site. That report should be concluded based on financial reports of the company and on the rules of accounting, hence, the process of compiling that report is supposed to be handled to the account manager.

Subsequently, liquidator should conclude another report called initial liquidation report, within 90 days (however, no later than 120 days) from the publication of Resolution on web – site of BRA. By that report, the liquidator will prescribe the list of creditors’ claims, the list of company income, the list of company expenditures, actions that the company must perform to conclude liquidation, etc. This report must be registered before BRA, and after that registration the company can start the process of paying out the creditors.

When the creditors are settled, liquidator complies the final liquidation report, which include the final liquidation balance, report on liquidation, written statement that the invitation to the all know creditors was sent and suggestion on how to distribute possible liquidation profit.

Upon adoption of all of above-mentioned reports, company is allowed to make a decision on termination of liquidation process. When the decision on termination of liquidation process is registered before BRA, company officially cease to exist.

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