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Liqudation of a company in North Macedonia

Shut down your business by using it’s assets to discharge it’s liabilities

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In accordance to the law, the grounds for termination of a company in North Macedonia are:
1) the expiry of the period determined by the company agreement;
2) resolution of the members;
3) accession of the company to another company, merger with another company, or division;
4) bankruptcy of the company; and
5) court decision.

A single member limited liability company (DOOEL), where the single member is a natural person, shall terminate with the death of that person, provided that following the probate proceedings, the heirs do not request that the company resume its operations.

In accordance to the Company law of North Macedonia, the Members shall adopt a resolution to terminate the company with at least a three quarters majority of the total number of votes.

The registration form for the entry of the termination of the company in the commercial register of North Macedonia, resulting from the expiry of the period for which it has been established and/or due to a resolution by the members to terminate the company shall be filed by the manager without any delay. If the manager fails to act pursuant to this obligation, he/she shall be liable personally and without limitation for the damages caused.

In accordance to the law, the liquidation of a limited liability company or a joint stock company shall be carried out by the members of the management body, or the managers of the company, in the capacity of liquidators. Other natural and/or legal persons may be appointed liquidators by the company agreement, the charter, and/or by a resolution passed at the members’ meeting, or the general meeting of shareholders.

The liquidator shall, following the entry in the commercial register, announce without any delay that the company is undergoing liquidation. If the liquidator after the expiration of the deadline for reporting the claims determines that there are no reported claims of the creditors, the liquidator is obliged to submit an application for deletion of the company from the trade register within three days. The liquidator can sign the application for deletion of the trade company from the trade register and only with an electronic signature before submitting it in electronic form through the one-stop shop system.

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Lalicic & Boskoski Law Office