Characteristics of the Dissolution of Non-Banking Financial Institutions

• Author: Claudiu-Daniel Telicenu
• Profession: Doctoral School of Law, 'Titu Maiorescu' University, Bucharest, Romania
• Pages: 71-80

Characteristics of the Dissolution of Non-Banking

Financial Institutions

PhD. student Claudiu-Daniel TELICENU

1

Abstract

This paper deals with a fundamenta l aspect of the legal framework of compa -

nies, i.e. the end of the existence of companies, by dissolution a nd liquidation. We con-

sider that tackling such a topic is very current and fully justified theoretically and prac-

tically. Companies reflect the evolution of the society in which they coexist, being unde-

niably linked to the economic life of civil society. Similar to natural persons, legal persons

are born, they carry out their social life according to the purpose for which they were

created and disappear through dissolution and liquidation. The presentness of this paper

results, thus, not only from the fact that the existence of companies as "engines" of social

life affects the entire civil society, but also from the fact that, in the current economic

context, the study of companies’ operations of dissolution a nd liquidation is extremely

appropriate for legal practitioners and others

2

.

Keywords: dissolution, liquidation, nullity, company.

JEL Classification: K10, K20, K22, K29

1. The notions of dissolution and liquidation of a company

The company is constituted on the basis of a constitutive act and by ful-

filling the formalities required by the law, and during its existence it performs the

activities specified in the object of its activity, as decided by the associates. As a

legal person, the company establishes legal relationships with both associates and

third parties. The process of terminating the legal personality of a company usu-

ally requires two mandatory steps, i.e. the dissolution and liquidation of the com-

pany. The dissolution of companies has been defined by some authors as a start-

up phase of the process of ending a legal personality, along with liquidation,

which it precedes

3

. According to another opinion, the dissolution meant the abo-

lition of the company's legal personality, i.e. the termination of its existence.

Other theorists have found that dissolution is a legal way of ending the existence

1

Claudiu-Daniel Telicenu - Doctoral School of Law, „Titu Maiorescu” University, Bucharest, Ro-

mania, teliceanu_claudiu@yahoo.com.

2

Roș, V., Dizo lvarea societăţilor comerciale. Particularităţi a le dizolvării pe cale judiciară. Li-

chidarea societăţilor comerciale. Momentul în care intervine rolul instanţei de judecată în mersul

lichidării, „Revista de Drept Comercial”, no. 1 /1996, p. 58; Cărpenaru, S. D., Tratat de drept

comercial roman, revised 5th edition, Universul Juridic Publishing House, Bucharest, 2016, p. 213.

3

Diaconu, R., Instituții financiare nebancare, C.H. Beck Publishing House, Bucharest, 2011, p. 75.