Enforcement & bankruptcy · Legal information

If the Debtor Company Has Merged, to Whom Are the Proceedings Written?

Author · Av. Ayşenur Konar, Avukat

Published ·

In short

If the debtor company has merged, the proceedings are written to the acquiring title that appears on the trade registry. While there is no registration, the acquiring title is not guessed. The old title does not change of itself on the cover after registration. The liquidator and the short name on the invoice do not build this choice.

Which title the registry record shows

The result of the merger is read from the trade-registry record and the announcement. If the acquiring company, or the newly formed company, appears on the record, the debtor line is that title. If the merger is still a draft contract, the old company stands on the registry. The draft does not change the cover. In a merger that has been registered, the debt is followed as the debt of the acquiring company. Which debt entered the transfer is read from the registry and the supporting document. An amount that does not appear in the document is not added to this text. It is not assumed that a registered debt has fallen because it has no line on the balance sheet.

If the registry extract and the announcement contradict each other, it is asked which record is current. A new title is not invented by looking at the old extract. The title is not memorised from the newspaper heading. Memorising does not have a debtor's name written on the attachment writing. The date of the extract and the date of the announcement are separate. An older extract does not erase a later registration. A later announcement does not by itself change the debtor column if it has no counterpart on the registry extract. The two records are placed side by side. A heading that does not match is not chosen as the acquirer.

A branch, a group name or a signboard title is not the legal person on the registry. If the registry shows one company, the debtor line is that company. If the signboard carries another short name, the short name is not written in the acquirer's place. If a foreign merger does not appear on the registry in Turkey, the title that does not appear is not added to this text as the debtor. The addition is read only from the registry record in the file.

If the old title stays on the cover

If the proceedings were opened under the old title, the office does not renew the title of itself. The creditor puts the registry extract in the file and asks that the debtor column be read as the acquirer. Before the request is entered, the attachment writing goes to the old title. If the old title has been struck off, service at that title can stay without a counterpart. Service without a counterpart is not the ground for opening a second file for the same claim. A second file is in the article on a second proceedings. A second cover does not register the merger.

The request petition should show the old title and the acquiring title on the registry together. If it does not show them, the office does not choose by guesswork which company will be left. A writ that issues before the petition is entered continues to carry the old title. Whether it was entered is read from the file endorsement. While there is no endorsement, the creditor's sentence that I changed it is not counted as having renewed the attachment writing.

Proceedings written to the acquiring title do not ignore the collection in the old file. How much each reference requested, if there are two covers, is read side by side. If there is a single cover, the debtor column is read from the current endorsement of that cover. While there is no endorsement, the acquirer is not announced as the addressee of the attachment. A payment that entered the old file, if it still stands after the news of the merger, is read with the record on which it stands. The news does not erase the collection.

Liquidation and the invoice are another door

Liquidation is the claim being notified to the liquidator on the closing of the company. That reading is in the article on a claim from a company in liquidation. A merger carries the estate to another company. The liquidator is not written in the acquirer's place. If the registry shows liquidation, an acquiring title is not chosen as if there were a merger. If the registry shows a merger, the liquidator's name is not put in the acquirer's place either. If the two steps stand one after the other in the same company, which one was registered is separated from the record. A step that is not separated is not written onto the debtor column by guesswork.

The invoice can show the title from before the merger. Which legal person was written on the invoice is in the article on the debtor company on the invoice. If the invoice is in the old title and the registry shows the acquirer, the cover is read from the registry. The invoice is not put in the place of the registry record. A group name is not the acquiring title either. The date the invoice was cut can be before or after the registration. The date does not choose the title on the registry by itself. The choice is made by placing the registry extract and the title line of the invoice side by side.

This article does not tell again the liquidator's name in the liquidation announcement and the short name on the invoice. The two guides do not build the debtor line of the merged company. The death of a natural person is not a company merger either. Where the proceedings will be written when the debtor dies is in the article on the debtor's death. A death certificate does not take the place of the acquiring title on the trade registry. The merger of a legal person is not read with a certificate of inheritance.

The call does not fill the proceedings cover

The call made to creditors during the merger announces the request for security. The task of the call is in the article on the call to creditors in a merger. This text does not write the number of announcements and the type of security. The proceedings of a creditor who stayed silent do not stay locked in the old title. Security having been given does not fill the debtor column either. What fills the column is the acquiring title on the registry and the copy of the record put in the file.

If a reply was given to the call, the reply concerns the request for security. The reply does not of itself renew the debtor line in the enforcement file. If the security document stands in the file, the document should show in which company's name it was drawn up. If it does not show it, the document is not read as the acquiring title. The creditor saying they did not see the call does not change the registry either. Not seeing it is not the absence of registration. Registration is looked for from the registry record.

Joining of enforcement files is not the merger of two companies. Joining of files is in the article on joining of enforcement files. That decision does not change the title on the trade registry. If the joined files stand under the old title, the title does not turn to the acquirer with the joining decision. The turning is read by the registry extract being entered on the file.

This article does not describe where the property will go with the merger. What is described is the debtor title on the proceedings cover.

A change of title is not a merger

The same legal person only changing its title is not another company acquiring it. If the registry shows that the company continues and that the title changed, the debtor line is the new title of that continuing company. If the registry shows that one company joined the other, the line is with the acquirer. The two records are not read as each other's short name. Which one it is is separated from the name of the step on the registry extract. If there is no name of the step, a title is not chosen as if there were a merger.

A division is not completed as the reverse face of a merger either. If the registry shows a division, which debt stayed in which company is not chosen before the registry and the basis stand. If the basis is silent, the silence is not filled with the company the creditor remembers. A company that is not filled is not written as the debtor on the attachment writing.

If the transfer contract was signed and there is not yet a registration, the contract can be further on than a draft. A contract that is further on does not change the cover by itself either if the old company stands on the registry. The change is read by the registration being put in the file and the request being entered. A contract that is not entered does not make the acquirer the addressee of the attachment.

To which title the attachment writing goes

The writ copies the debtor title on the cover. If the registry shows the acquirer and the writ carries the old title, the writing has gone to the old title. Having gone does not erase the record that the acquirer undertook the debt. A record that does not erase does not take the place of a request that was not entered either. When the request is entered, it is looked at whether the new writing carries the title in the endorsement. If it does not carry it, the old writing is not treated as corrected.

If the acquiring company's trade title and the business name are separate, the attachment writing should carry the title on the registry. The business name is not written in the place of the registry title. If it was written, the writing is placed side by side with the registry extract. A name that does not match is not completed as the acquirer. If the old company's tax number stands on the new writing, the number does not take the place of the correction of the title. The contradiction of the number and the title is not closed before the registry extract stands in the file. If the extract stands, the contradiction is not hidden. A contradiction that is not hidden does not merge one title as the short name of the other.

If the writing carries both the old and the new title at once, the two titles are separated with the registry extract. If the extract shows a single title, the other title is the excess of the writing. The excess title does not give birth to a second debtor. A title that does not give birth is not completed as the address the service went to being correct either. The address is read from the service piece. If there is no piece, the pair of titles is not treated as served. A writing with a pair of titles is not treated as having turned of itself to the single title on the registry before the correction endorsement is entered.

Conclusion

The proceedings are written to the acquiring title in the registration. The old cover does not change of itself. Liquidation, the invoice, the call and the joining of files do not build this title. The framework is on the enforcement and bankruptcy law page. A reading with the registry extract is also made through the contact route. The basis is the provisions of Enforcement and Bankruptcy Code No. 2004 and Turkish Commercial Code No. 6102.

Legislation

Frequently asked questions

If the debtor company has merged, to whom are the proceedings written?

They are written to the title that acquired in the merger on the trade registry. While there is no registration, the acquiring title is not guessed. A draft contract does not change the debtor column.

Is a file opened under the old title updated of itself?

It is not. The creditor puts the registry extract in the file and asks that the debtor column be read as the acquirer. Before the request is entered, the attachment writing goes to the old title.

Is a merger writing to the liquidator?

It is not. Liquidation is the claim being notified to the liquidator on closing. That reading is in the article on a claim from a company in liquidation. A merger carries the estate to another company. The liquidator is not written in the acquirer's place.

Does the old title on the invoice choose the acquirer?

It does not. The invoice can show the title from before the merger. Which legal person stood on the invoice is in the article on the debtor company on the invoice. If the registry shows the acquirer, the cover is read from the registry.

Does the call to creditors fill the debtor column?

It does not. The call announces the request for security. Its task is in the article on the call to creditors in a merger. This text does not write a number of announcements. What fills the column is the acquiring title on the registry.

Related reading

This article sits under one practice area. The neighbouring guides carry the detail that does not belong in this text.

Practice areas · Enforcement & bankruptcy

Sources

AK

Author

Av. Ayşenur Konar

Lawyer on the Ankara Bar Association roll, founder of Konar Hukuk. This text is general information; a specific file is reviewed separately. Author profile · Editorial policy

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