Misplaced Pages

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35-645: On September 10, 1931, the All-Union Committee on Radio Broadcasting was created under the People's Commissariat of Posts and Telegraphs of the USSR and changed names and functions multiple times. Two years later on January 31, 1933, it was liquidated, and on its basis the All-Union Committee for Radioification and Radio Broadcasting was created under the Council of People's Commissars of the USSR. In 1949 it

70-430: A retail chain may wish to close some of its stores. For efficiency's sake, it will often sell these at a discount to a company specializing in real estate liquidation instead of becoming involved in an area it may lack sufficient expertise in to operate with maximum profitability. A company may also operate in a "receivership-like" state but calmly sell its assets, for example to prevent its portfolio being written off in

105-548: A corporation is a legal successor of previous businesses, connections between them must be analyzed. A rather evident case is when the corporations keep nearly the same senior management or there is a close connection between the old and new management. Other contributing indicators include same trade, same workforce, similar company and product names, and substantial asset transfer between successors and predecessors. The term successor in business has similar meanings. Various legal documents typically include formal definitions of

140-404: A discretion for a period of time after dissolution to declare the dissolution void to enable the completion of any unfinished business. In some jurisdictions, the company may elect to simply be struck off the companies register as a cheaper alternative to a formal winding-up and dissolution. In such cases an application is made to the registrar of companies, who may strike off the company if there

175-491: A person for the appointment of a liquidator and possibly of a supervisory liquidation committee. The person appointed by the holder of a floating charge debenture over a company’s assets to collect in and realise the assets of that company and to repay the indebtedness to the debenture holder. Administrative receivers can no longer be appointed by floating charge holders with the exception of floating charges created prior to 15 September 2003. Voluntary liquidation occurs when

210-465: A voluntary winding-up of a company has begun, a compulsory liquidation order is still possible, but the petitioning contributory would need to satisfy the court that a voluntary liquidation would prejudice the contributors. The liquidator will normally have a duty to ascertain whether any misconduct has been conducted by those in control of the company which has caused prejudice to the general body of creditors. In some legal systems, in appropriate cases,

245-426: Is a breach of an understanding that all of the members may participate in the business, or of an implied obligation to participate in management. An order might be made where the majority shareholders deprive the minority of their right to appoint and remove their own director. Once liquidation commences (which depends upon applicable law, but will generally be when the petition was originally presented, and not when

280-445: Is held by the company on trust for third parties will not form part of the company's assets available to pay creditors. Before the claims are met, secured creditors are entitled to enforce their claims against the assets of the company to the extent that they are subject to a valid security interest . In most legal systems, only fixed security takes precedence over all claims; security by way of floating charge may be postponed to

315-408: Is made by a board resolution, but instigated by the director(s). 75 percent of the company's shareholders must agree to liquidate for liquidation proceedings to advance. If a limited company’s liabilities outweigh its assets, or the company cannot pay its bills when they fall due, the company becomes insolvent. If the company is solvent , and the members have made a statutory declaration of solvency,

350-399: Is more beneficial to start again by creating a new company, often referred to as a phoenix company . In business terms this will mean liquidating a company as the only option and then resuming under a different name with the same customers, clients and suppliers. In some circumstances it may appear ideal for the directors; however, if they trade under a name which is the same or substantially

385-445: Is reasonable cause to believe that the company is not carrying on business or has been wound-up and, after enquiry, no case is shown why the company should not be struck off. However, in such cases the company may be restored to the register if it is just and equitable so to do (for example, if the rights of any creditors or members have been prejudiced). In the event the company does not file an annual return or annual accounts, and

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420-414: Is to collect its assets, determine the outstanding claims against the company, and satisfy those claims in the manner and order prescribed by law. The liquidator must determine the company's title to property in its possession. Property which is in the possession of the company, but which was supplied under a valid retention of title clause will generally have to be returned to the supplier. Property which

455-402: The preferential creditors . Claimants with non-monetary claims against the company may be able to enforce their rights against the company. For example, a party who had a valid contract for the purchase of land against the company may be able to obtain an order for specific performance , and compel the liquidator to transfer title to the land to them, upon tender of the purchase price. After

490-612: The Ministry of Culture of the USSR and the Main Directorate of Radio Information of the Ministry of Culture of the USSR were created. On May 16, 1957, the Main Directorate of Radio Information of the Ministry of Culture of the USSR was liquidated, and on its basis the State Committee on Radio Broadcasting and Television was created under the Council of Ministers of the USSR (the Main Directorate of Radio Broadcasting

525-489: The ashes"). In general, the successor is not responsible for the liabilities of the predecessor, unless the consent was given to this, or a court decided that the succession was not "clean hands"; e.g., the successor was de facto the same company, of the succession transfer was an instrument to avoid liabilities. In the corporate world, successor corporations are typically created by mergers and acquisitions or liquidation of existing businesses. In order to conclude whether

560-492: The case of liquidation or dissolution , there may or may not be a legal successor created. This business-related article is a stub . You can help Misplaced Pages by expanding it . Liquidation Liquidation is the process in accounting by which a company is brought to an end. The assets and property of the business are redistributed. When a firm has been liquidated, it is sometimes referred to as wound-up or dissolved , although dissolution technically refers to

595-580: The company was declared its legal successor . Gosteleradio of the USSR was headed by the chairman appointed by the Supreme Soviet of the Soviet Union : Legal successor (business) A successor company takes the business (products and services) of a previous company or companies, with the goal to maintain the continuity of the business. To this end, the employees, board of directors, location, equipment, and even product name may remain

630-464: The company's affairs, the liquidator must call a final meeting of the members (if it is a members' voluntary winding-up), creditors (if it is a compulsory winding-up) or both (if it is a creditors' voluntary winding-up). The liquidator is then usually required to send final accounts to the Registrar and to notify the court. The company is then dissolved. However, in common jurisdictions, the court has

665-440: The company's file remains inactive, in due course, the registrar will strike the company off the register. Under the corporate insolvency laws of a number of common law jurisdictions, where a company has been engaged in misconduct or where the assets of the company are thought to be in jeopardy, it is sometimes possible to put a company into provisional liquidation , whereby a liquidator is appointed on an interim basis to safeguard

700-503: The court creating a "liquidation trust"; or sometimes a court can mandate the appointment of a liquidator e.g. wind-up order in Australia) or voluntary (sometimes referred to as a shareholders' liquidation or members' liquidation , although some voluntary liquidations are controlled by the creditors). The term "liquidation" is also sometimes used informally to describe a company seeking to divest of some of its assets. For instance,

735-620: The court makes the order), dispositions of the company's generally void , and litigation involving the company is generally restrained. Upon hearing the application, the court may either dismiss the petition or make the order for winding-up. The court may dismiss the application if the petitioner unreasonably refrains from an alternative course of action. The court may appoint an official receiver, and one or more liquidators , and has general powers to enable rights and liabilities of claimants and contributories to be settled. Separate meetings of creditors and contributories may decide to nominate

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770-458: The event of an actual compulsory liquidation. The parties which are entitled by law to petition for the compulsory liquidation of a company vary from jurisdiction to jurisdiction, but generally, a petition may be lodged with the court for the compulsory liquidation of a company by: The grounds upon which an entity can apply to the court for an order of compulsory liquidation also vary between jurisdictions , but normally include: In practice,

805-442: The last stage of liquidation. The process of liquidation also arises when customs , an authority or agency in a country responsible for collecting and safeguarding customs duties , determines the final computation or ascertainment of the duties or drawback accruing on an entry. Liquidation may either be compulsory (sometimes referred to as a creditors' liquidation or receivership following bankruptcy , which may result in

840-446: The liquidation will proceed as a members' voluntary liquidation (MVL). In that case, the general meeting will appoint the liquidator(s). If not, the liquidation will proceed as a creditors' voluntary liquidation, and a meeting of creditors will be called, to which the directors must report on the company's affairs. Where a voluntary liquidation proceeds as a creditors' voluntary liquidation, a liquidation committee may be appointed. Where

875-407: The liquidator may be able to bring an action against errant directors or shadow directors for either wrongful trading or fraudulent trading . The liquidator may also have to determine whether any payments made by the company or transactions entered into may be voidable as a transaction at an undervalue or an unfair preference . The main purpose of a liquidation where the company is insolvent

910-401: The members of a company resolve to voluntarily wind up its affairs and dissolve. Voluntary liquidation begins when the company passes the resolution, and the company will generally cease to carry on business at that time (if it has not done so already). A creditors’ voluntary liquidation (CVL) is a process designed to allow an insolvent company to close voluntarily. The decision to liquidate

945-450: The position of the company pending the hearing of the full winding-up petition. The duty of the provisional liquidator is to safeguard the assets of the company and maintain the status quo pending the hearing of the petition; the provisional liquidator does not assess claims against the company or try to distribute the company's assets to creditors. In the UK, many companies in debt decide it

980-409: The removal of all assets which are subject to retention of title arrangements, fixed security, or are otherwise subject to proprietary claims of others, the liquidator will pay the claims against the company's assets. Generally, the priority of claims on the company's assets will be determined in the following order: Unclaimed assets will usually vest in the state as bona vacantia . Having wound-up

1015-404: The same or change only slightly at the moment of succession. The major advantage is saving the money for the initial ramp-up (employee training, equipment purchase, marketing, etc.). If the previous company was failing, this is a disadvantage for its successors in various respects. If the successor succeeds where the predecessor failed, the company may be called a " phoenix company " ("rising from

1050-456: The subordinate organizations of the committee acting as subdivisions (thematic main editions of Central Television), only feature films were produced by film studios on request of the committee, most of the documentary television films were produced by the Ekran creative association subordinate to the committee, some by the subdivisions of the local committees on television and radio broadcasting. It

1085-479: The terms used in them, including the ones discussed here. A typical example would be: "Successor in Business means (a) an entity which acquires all or substantially all the undertaking and/or assets of either Issuer or of a successor in business of either Issuer; or (b) any entity into which any of the previously referred to entity is amalgamated, merged or reconstructed and is itself not the continuing company". In

State Committee of Television and Radio Broadcasting of the Soviet Union - Misplaced Pages Continue

1120-508: The vast majority of compulsory winding-up applications are made under one of the last two grounds. An order will not generally be made if the purpose of the application is to enforce payment of a debt which is bona fide disputed. A "just and equitable" winding-up enables the grounds to subject the strict legal rights of the shareholders to equitable considerations. It can take account of personal relationships of mutual trust and confidence in small parties, particularly, for example, where there

1155-762: Was liquidated, and on its basis the Radio Information Committee was created under the Council of Ministers of the USSR, which led the Central Intra-Union Radio Broadcasting, and the Radio Broadcasting Committee under the Council of Ministers of the USSR, which directed the Central Radio Broadcasting to foreign countries, in 1953 they were also liquidated, and on their basis the Main Directorate of Radio Information of

1190-556: Was only in the fall of 1990 that some of the TV programs commissioned by the committee began to be prepared by the first private television organizations VID Television Company and Author's Television. On February 8, 1991, the All-Union State Television and Radio Broadcasting Company was created, to which all the property of the committee was transferred, the committee itself was abolished somewhat later, and on April 11,

1225-494: Was subordinated to it on May 28, 1959, and from 1957 to 1959 it operated under the State Committee for Cultural Relations with Foreign Countries ), repeatedly renamed: Throughout the existence of the committee, the release of television and radio broadcasts was carried out by the subdivisions of the committee (program directorates of Central Television and All-Union Radio), almost all television broadcasts were prepared by

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