Лица, притежаващи правомощието да назначават ликвидатор в акционерно дружество
Persons entitled to appoint a liquidator in joint-stock companies?

Summary/Abstract: COMPANY LAW // This article looks at cases which require the termination of a joint-stock company with regard to those who are entitled to terminate the company. The aforesaid cases include 1.voluntary termination (following a company’s general meeting decision); 2. compulsory termination (due to a Court rule), 3. Commercial Register Law § 5(2) which enacts that companies which have failed to register by 31.12.2011 shall be considered terminated ex lege, and not by Court rule; and last but not least 4. automatic termination (where the grounds for termination are provided in the company’s statute and thus require no additional expression of will by the Court or the company’s general meeting. The author also draws the attention to a compulsory termination clause, which requires that the company be terminated at Court and, in addition, the company’s liquidator be appointed not the court but by the same Registry Agency representative who registered the company. The author argues against the view that the registration official may appoint a liquidator only in cases of compulsory termination expressly provided in Bulgarian legislation as it has been formulated in legal literature and adopted in Court practice. The author holds that art. 266(2), sentence 2 of the Commercial Act applies to all cases of compulsory termination and as long as there is no legal provision to authorize those empowered to appoint the liquidator, their duty should be assigned to the registration official at the Registry Agency.

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