Attachment

One of the forms of reorganization of legal entities approved in Belarus is the attachment of enterprises. In this case, the legal entity to which another legal entity has been attached gets all the duties and rights of the attached entity.

When may the attachment be necessary?

The popularity of attachment as a form of reorganization is explained by the fact that in many cases it avoids the need to liquidate a legal entity, which can be attached to another instead. Often, when there is a choice between attachment and liquidation, the reorganization is more preferable.

Firstly, liquidation is not always beneficial for all participants of a legal entity, and secondly, liquidation is a long process.

It is important to understand that when you choose an attachment, both legal entities are reorganized: one that is being attached and one to which the other legal entity is attached.

How should the attachment process?

There is an inaccurate belief that the attachment requires only the registration of its fact in the Unified State Register of Legal Entities and Individual Entrepreneurs. However, there is a number of nuances that should be taken in consideration in order for the process to be valid.

Firstly, all creditors must be notified of the planned attachment. Despite the fact that the opinion of creditors does not affect the possibility of reorganization, they have the right to demand from you the fulfillment of your obligations to them ahead of schedule.

Secondly, all conditions of attachment should be indicated in the relevant agreement between the two parties involved in the reorganization process.

Thirdly, we recommend you to draw up a deed of transfer and acceptance in which all the obligations will be indicated.

In addition, you will need to resolve issues related to the employees of the attached legal entity. There are two options. They can be either transferred to a new employer (with their consent) or dismissed (in this case they are entitled to get compensation).

Do not forget about the need to make amendments to the charter of an enterprise to which another legal entity has been attached.

If you are thinking about reorganizing the enterprise, but do not know how to start, or have already decided to make an attachment and now you want to carry out this process properly, we will be happy to offer you our services.

The lawyers of Beliaevs & Partners have deep theoretical knowledge, as well as rich practical experience in supporting such processes. To get professional legal advice, contact us at the indicated numbers or leave a request on the web site for a call back.