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7. Liquidation⧸reorganization of the organization

7. Liquidation⧸reorganization of the organization

7.1. The re-organization of this nonprofit, non-commercial legal entity is implemented according to the Georgian Legislation.

7.2 The liquidation is implemented (1) for a decision of the current director under unanimous agreement with all past director(s) of this organization (if any); (b) in case of bankruptcy under the Article 20 (9) of the Law of Georgia on Insolvency Proceedings (see article 142 (12) of Entrepreneurs Law of Georgia) ; or (c) (according to the article 38 (5) of the Civil code and to the article 141 of the Entrepreneurs Law of Georgia) on the basis of a valid verdict of the Court in a criminal case.

7.3 During the liquidation, all the current proceedings should be completed; requirements should be determined; creditors' demands should be satisfied (according to the article 14 (2) of Entrepreneurs Law of Georgia), and the remaining assets should be distributed among authorized persons.

7.4 The decision about the liquidation of the current director under unanimous agreement with all past director(s) of this organization (if any), shall be registered (according to the article 14 (3) of the Entrepreneurs Law of Georgia) in the register of entrepreneurial and non-entrepreneurial (non-commercial) legal entities. The liquidation process is considered initiated from the moment of its registration.

7.5 During the process of liquidation, the current director of this organization determines (according to the article 38 (2) of the Civil code) the persons authorized to receive the assets remaining after the liquidation. When the non-entrepreneurial (non-commercial) legal entity is liquidated, its property can be sold if: (a) the transfer serves the achievement of its objectives; (b) for the charitable purposes. (c) the property is transferred to another non-entrepreneurial (non-commercial) legal entity.

7.6 According to the article 38 (3) of the Civil code, after liquidation, sharing the remaining property among founders/members or persons with managerial and representative authorities, is prohibited.

7.7 According to the article 38 (4) of the Civil code, if the «founders/members» (here corresponding to the current director) have not identified the person entitled to receive the remaining property after the liquidation of the organization, the Court transfers such remaining property to one or more non-entrepreneurial (non-commercial) legal entities with same or similar objectives as those of the liquidated organization. If such legal entity does not exist or cannot be found, the Court can decide to transfer the property to the State. The property can be distributed by the Court after 6 months from the registration of the liquidation process.

7.8 According to the article 14 (1) and 141 (1) of the Entrepreneurs Law of Georgia, the liquidation is conducted by an authorized person designated by the «partners» of the organization (here corresponding to the current director) or by a liquidator appointed by the law.