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Abstract
As a consequence of the onset offinancial crisis at national level, the number of the companies facing financial difficulties has risen significantly. The financial difficulties have turned into insurmountable obstacles for many companies, which gradually became insolvent. Taking into account the necessity of a judicial instrument that ought to support the companies in financial difficulty, the Law no. 381/2009 regarding the composition and the ad-hoc mandate was adopted. Subsequently, by adopting the Law no. 85/2014 regarding pre-isolvency procedures and insolvency procedures, the Law no. 381/2009 was repealed. The composition, as suggested by its very name, aims to prevent the transformation of the state of financial difficulty into insolvency, by setting an arrangement between the debtor and its creditors whose claims sum up to three quarters of the general body of creditors. The main purpose of this paper is performing an analysis of this legal instrument, taking into account the amendaments operated by the Law no. 85/2014. This analysis aims to present the preventive composition 's mechanism from an economic and legal point of view, as well as the measures regarding the identification, diagnosis and treatment of financial difficulties.
Keywords: composition, insolvency, rehabilitation, financial difficulties, debtor in financial difficulty.
Introduction
The composition is a contract whose objective is to safeguard the debtor, that aims its recovery based on a restructuring plan, while avoiding the onset of insolvency proceedings. The contracting parties are the debtor, on one side, and its creditors whose accepted and unchallenged claims sum up to 75% of the general body of creditors, on the other side. The legal nature of the composition is interesting in terms of the effects it produces also against the creditors that didn't vote in favor of the composition. Until the entry into force of Law no. 85/2014 regarding the pre-insolvency and insolncy proceedings1, the composition was regulated by the Law no. 381/2009 regarding the composition and the ad-hoc mandate2. Subsequently, the Law no.381/2009 was repealed3, a part of its' provisions being taken over by the new regulation. However, the Law no. 85/2014 covers other essential aspects, which are to be analysed in this paper. Although the legislator has provided this legal instrument, it has been observed that it is rarely applied. In most of the cases,...