Companies Law

1. Each company party to a merger shall announce said merger at least 30 days prior to the date set for deciding and voting on the merger proposal. 2. Any creditor of a merged company may object to the merger by registered mail addressed to the company or by any other means specified in the announcement referred to in paragraph (1) of this Article within 15 days from the announcement date. The company shall pay the debt owed to the objecting creditor if it is due or provide said creditor with a sufficient guarantee if it is not due. 3. If a creditor notifies the company of his objection to the merger in accordance with paragraph (2) of this Article and the company fails to pay his due debt or to provide him with a sufficient guarantee if his debt is not due, said creditor may petition the competent judicial authority at least 10 days prior to the date set for deciding on the merger. In such case, the competent judicial authority may order the payment of the debt or the provision of a sufficient guarantee. If the competent judicial authority finds that the merger may result in serious damage to the objecting creditor without the merged or merging company being able to pay his debt or provide him with a guarantee, it may order the suspension or postponement of the merger, provided that its decision is issued prior to the effective date of the merger decision. If the competent judicial authority does not decide on the creditor’s objection prior to the effective date of the merger decision, and subsequently establishes the validity of his claim, it may issue a decision to compensate said creditor for damages incurred as a result of the merger.