Fuziunea şi divizarea în materia insolvenţei
MERGER AND DIVISION ON INSOLVENCY

Summary/Abstract: Reorganization of the legal person is of particular interest to any company, be it subject to reorganization, in any manifestation of its transformation, merger or division, divided company, participant company, beneficiary or third in this complex process, at which point reorganization manifest interest for others, given that they seek to preserve their rights in making any claims they hold against participants in the reorganization. On insolvency, third party lenders role is all the more important as they are the ones who approve such a reorganization expressed through voting on the reorganization plan. Treating these aspects of the legal entity reorganization has today a greater importance since the new insolvency law, Law 85/2014 has first introduced the concept of division of legal persons under insolvency proceedings, on the one hand, and on the other hand determined by the few existing cases in practice for the reorganization of legal entities covered by the insolvency proceedings. In this context, in which the only form of reorganization most frequently met in practice was and is that of transformation, through modifications of the constitutive documents through the reorganization plan, it must be clearly dealt with issues of relevance in reference to merger and division of trade companies under insolvency proceedings, with the purpose of protecting and reintegration into economic activity on the basis of a reorganization plan that provides the merger or division of the debtor.

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