allocation, accession, Split and Merge, PUE reorganization, Ltd.
reorganization of the enterprises - a special procedure, provided for by the legislation of the Republic of Belarus for a legal entity, which can be carried out by a decision of the owner of the property (founders, participants) an organ of the legal person, authorized by the constituent documents, and in cases, stipulated by legislative acts, – by the decision of the authorized state bodies, including court. This service may be effected by merger, joining, division of, release, transformation.
reorganization carried out in several stages:
The adoption of the resolution on reorganization.
notification of creditors.
Inventory of assets and liabilities.
Drawing up and approval of the transfer act or separation balance sheet.
Changes in the constituent documents and registration (registration of legal entities, resulting from the reorganization).
Tax registration of newly created legal entities.
Submission to the Bank, wherein the payment account opened, updated documents, or opening an account newly formed entity, or account closure.
Forms of enterprises Reorganization:
merger of enterprises
When merging cease its independent existence of two or more entities, and a new entity is formed on the basis of their.
The rights and obligations of each of the entities transferred to the newly established legal entity
In carrying out this form of reorganization prepared the transfer certificate.
joining companies
In the case of joining a single legal entity (several legal entities) joins another and ceases to exist as such,, and the other entity (to which it is attached) It continues to exist.
In this case, the latter the rights and obligations of the entity.
During the accession and drawn up the transfer certificate.
The division of the company
When the division on the basis of a legal person to stop having new (at least two).
Rights and obligations of the reorganized legal entity are transferred to the newly established legal entities.
In carrying out this form of reorganization of the separation balance sheet.
allocation of the company
In the case of allocation of a legal person continues to function in the same as, but its separate structures, production are isolated and there is a new legal entity or several new legal entities.
When you select from a legal entity of one or more legal entities to each of them the rights and obligations of the reorganized legal entity.
During the separation of the separation balance.
The transformation of the enterprise
In the case of converting a legal person ceases to exist and on its basis there is a new legal entity of another legal organizational form.
When you convert a legal entity of one type into a legal entity of another type (the change of the legal form) to the newly established legal entity, the rights and obligations of the reorganized legal entity, except for the rights and duties, which can not belong to established legal entity.
In carrying out this form of reorganization prepared the transfer certificate.