Някои въпроси на прехвърляне на търговско предприятие
Some Issues Concerning Transfer of Commercial Enterprise

Summary/Abstract: Issues regarding the essence of the contract for transfer of commercial enterprise, which have not been subject of theoretical interest yet, are discussed in the article. It is argued that the transfer of commercial enterprise is an asset deal and not a share deal. All the material goods incorporated in the organizational unit called enterprise are subject of a contract of obligation that is not covered and regulated by the Obligations and Contracts Act. In view of the fact that the contract for transfer of commercial enterprise is a type of contract of obligation, there is no obstacle to apply by analogia legis the norms of the Obligations and Contracts Act concerning sale or donation to it. However, the above mentioned leads to the conclusion, that the special object of this contract limits the benefit to disaffirm the contract for both the vendor, and the vendee. The first one may have lost interest in its management and exploitation; the latter may have disaffirmed it or invested in it, or gained prestige due to his management. In fact, the option to disaffirm the contract is not available in cases of transformation of the enterprise. Then the only opportunity remains the compensation for the enterprise’s devaluation.

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