It is not always necessary to conduct an arduous and lengthy liquidation procedure in the event of a desire to dissolve the company.
Pursuant to Article 67 of the Companies Act, in the cases specified in Article 58 of the Companies Act, the company must be liquidated, unless the partners have agreed a different manner of ending the company’s activity. Such reasons may be: reasons provided for in the articles of association, a unanimous resolution of all the partners, declaration of the company’s bankruptcy, death of a partner or declaration of the partner’s bankruptcy, termination of the articles of association by a partner or a partner’s creditor, or a final court decision.
Thus, in order to dissolve a limited partnership without liquidation, it is sufficient for the partners to adopt a unanimous resolution on the dissolution of the partnership and on the distribution of any assets and payment of existing liabilities. However, it should be borne in mind that such a possibility must result directly from the provisions of the articles of association. It is therefore advisable to ensure that the provisions of the articles of association are properly drafted in advance. This will allow you to save not only a lot of money, but also time connected with the individual stages of liquidation.
If you would like to take advantage of the procedure described above or find out more, please contact us!