INSTRUMENTS FOR THE PROTECTION OF CREDITORS OF COMPANIES PARTICIPATING IN CROSS-BORDER MERGERS AND ACQUISITIONS IN POLISH AND SLOVAK LAW
DOI:
https://doi.org/10.30925/zpfsr.42.1.10Keywords:
cross-border acquisition; cross-border merger; creditor protection; Polish law; Slovak law; institutional protection of interests of company’s creditors; individual protection of interests of company’s creditors.Abstract
Cross-border mergers and acquisitions are increasingly becoming a matter
of concern for legal sciences in the Member States. Enabling of the procedures
of conducting mergers and acquisitions between companies from different
states realises the concept of the single market within the European Union. The
conducting of cross-border acquisitions or mergers carries with it a number of
legal consequences, and influences the position of existing creditors of companies
participating in this procedure. In view of this, the mechanisms that serve to protect
the creditors’ interests of the company participating in the merger and acquisition are
presented in this paper. The scope of the research involves Polish and Slovak legal
orders. The choice of these legal orders was made considering that in the last thirty
years these countries have undergone the transformation of the state system, created
new opportunities for undertaking business activity within the free market economy,
and finally acceded to the European Union on May 1st 2004. The article focuses
primarily on the two grounds of protection of creditors’ interests i.e. the institutional
and the individual ground. In several chapters’ instruments such as the liability of
the successor company for liabilities; separate management of the assets; the priority
right to satisfy from assets of the debtor company and the right to demand a suitable
security for the claims are presented.
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