72 / 522
incompatible. Based on the current legislation and the Supreme Court
jurisprudence, unless an amendment is made to the applicable codes,
legal entities in liquidation must give notice of its ceasing of commer-
cial activities and make a declaration of property prior to the ceasing
of its legal personality.
In fact, if liquidation is pursued in accordance with the legal
framework, it is unlikely that the creditors will incur damages or make
a complaint that results in sanctions. Furthermore, as the TCC intro-
duces certain restrictions on the liquidation of assets, the prohibition to
dispose of assets for a period of two months will not result in any major
inconvenience, in practice. However, the fact that discrepancies and
inconveniences are overcome in practice through various mechanisms
does not eliminate the issue that incompatibility exists. Therefore, an
amendment is necessary for the BEC provisions to be harmonious with
the liquidation procedure as foreseen under the TCC.
56
NEWSLETTER 2015