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For the distribution to be made, one year shall have passed as of

the third announcement made to the creditors. However, where there is

no risk for the creditors, a request can be submitted to the court for the

authorization of distribution before the1-year term.

In principle, the distribution shall be in principle made in cash but

it may be made in kind if determined under the articles of association

of the company (TCC Art. 543/3).

Preservation of Books (TCC Art. 544)

The liquidators are obliged to keep the commercial books and

other relevant documents (including liquidation transactions) in accor-

dance with TCC Art. 82. The last company general assembly shall

declare and ensure that company books are kept by the Civil Court of

Peace for 10 (ten) years.

Cancellation of Registration of Trade Registry (TCC Art. 545)

The liquidators shall apply to the relevant trade registry for the

cancellation of the company trade name at the end of liquidation.

Notifications

The liquidators shall notify tax offices, banks and other relevant

official institutions and submit them a statement of liquidation.

Liabilities of the Liquidators

Concerning the liabilities of liquidators, Art. 546/2 refers to

Art. 553, which stipulates the liabilities of directors in joint-stock

companies.

Pursuant to the said Article, in case the founders, members of the

board of directors, managers and liquidators violate their obligations as

provided in law and in the Articles of Association by fault, they are

liable for the damages incurred to the company, the shareholders and

creditors of the company.

The liquidators, who pay money unjustly by violating the provi-

sions relevant to the invitation and protection of creditors, shall be

liable as per Art. 553 TCC (TCC Art. 541/4). Additionally, the liquida-

COMMERCIAL LAW

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