Questions on companies, sole proprietorships & debts

1. 01What is the difference between claiming against a sole proprietorship and claiming against a company?

   A sole proprietorship is tied to its owner's personal liability. A company has its own legal personality, and the partners' liability depends on its legal form. So the liable party is identified from the commercial register, the contracts and the date the obligation arose.

   Read moreThe new commercial register: one register and the annual confirmationCollecting a debt with no enforcement instrument: from demand letter to payment order to claim

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2. 02Does deleting a commercial registration wipe out earlier debts?

   No. A debt does not lapse just because the registration is deleted. A sole trader remains bound by his obligations. For a company, the liquidation, the reason for deletion and the creditors' rights determine how to claim and who is liable.

   Read moreThe new commercial register: one register and the annual confirmation

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3. 03If the owner of an establishment dies, who pays its debts?

   The estate does. Heirs do not pay the debt from their own money merely because they inherit. If the debt comes to light after the estate is divided, each heir answers for his share, within what he received from the estate, unless he took on a separate personal obligation.

   SourceCivil Transactions Law, Art. 630 (Ministry of Justice legal portal)

   Read moreDividing an estate: from the heirs’ inventory to partition, and what holds it up

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4. 04I have a claim against a company that has gone into liquidation. What should I do?

   Confirm the liquidation decision and who now represents the company, then file your claim with its supporting documents. An interested party may ask the court to appoint a liquidator where the conditions are met, bearing in mind any bankruptcy proceedings already under way.

   Read moreCommercial financial claims: which documents make the file stronger?

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5. 05The company was struck off without a liquidator. Can I pursue the manager personally?

   The debts do not pass to him automatically. Look at how the liquidation rules were breached, what the manager actually did and the legal basis for holding him liable. Being treated as an interim liquidator does not, by itself, make him personally liable for all the company's debts.

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These answers are brief general information. They are no substitute for a review of the facts and documents of a particular matter.