الفهرس 
المقدمةيوجد فقط 14 صفحة متاحة للعرض العام
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المستخلص
The commercial company comes into existence under a valid, full-fledged partnership contract, and the importance of the presence of companies in our lives lies in the fact that they represent the gathering of the largest amount of funds to be invested, and then greatly help in moving the economy in any country, and in creating great job opportunities in addition to helping in Technological development, as well as reducing pressure on the state treasury.But just as everything has a beginning that also has an end, as soon as there is a cause of extinction, whether public or private, the company will immediately enter the stage of liquidation, and in this stage the company breathes its last breath.Of course, there must be a person who carries out this process in all its details, from taking an inventory of the company’s assets and paying the debts incurred by the company, and other such rulings. It is well known that the expansion of real cases or applications raises questions and challenges in itself that require a broader research space and a broader approach, and that many liquidation issues depend on the nature of the company being liquidated and the nature of its activity, and the breadth or narrowness of the legal relations related to the company, partners and creditors; This is why it is natural that the general general rules suffice in one aspect of the cases, while other cases need a guide to take them in view of the insufficiency of the general rules, and this is perhaps what makes the writings of commercial law jurists on this subject, its general faculties and rules, and they were not given enough space.
where the term liquidation expresses the set of operations aimed at ending the company’s business and settling all its rights and debts, in order to determine the net of its funds to be divided among the partners.Given the importance of these operations, the legislator organized the liquidation and surrounded it with many guarantees, whether for creditors or partners. Therefore, the subject of our study will be limited to the rights of the partners and the rights of creditors during the liquidation period of the company through the Egyptian and Libyan legislators.During the liquidation period, the company retains its full moral personality, in order to settle its debts and determine its net funds. The importance of this study lies in two aspects; The practical aspect, by declaring the legal texts and the old and modern judicial rulings in this regard, and the opinions of jurists and commentators of the commercial law on many hypotheses and facts in order to establish rules and provisions for this stage of the life of the company.The scientific importance of this topic lies in the study of this important stage in that all aspects, especially the provisions of the Egyptian legislator in Law No. 159 of 1981 and its amendments, the Egyptian Commercial Law, the new Egyptian Restructuring Law of 2018, as well as the Libyan legislator in Law No. 13 of 2010 regarding commercial activity And declaring the French law as possible, and citing the English law also in some places, as well as some relevant Arab laws.The last period of the life of the company is very important and no less important than the period of its incorporation and during its normal life. On the contrary, it is more dangerous than it. Perhaps the reference to this is that the rights have been used, the money has been paid, the time has taken, by all those who entered into it, the company has complied with commitments and covenants, the effort has been made, and the determination has been unleashed, and after all this the company becomes suddenly terminated, so where is this thrown? The rights, this money, this effort, and this time that was lost, and it may be a long time from which the partners and shareholders hope to get some benefit, and the matter is also very dangerous with regard to the rights of creditors, who are the weakest link in this stage.
Therefore, this study was limited to [the rights of the partners during the period of liquidation and division of the company, as well as the rights of the creditors of the company in the stage of liquidation], which I dealt with in a legal analytical study, a comparison between the Egyptian legislation and the Libyan legislation, with what was available to us from the French legislation, and some other Arab laws. Because I saw this issue of great importance from both the scientific and practical point of view, and that the liquidation of the company is obligatory by force of law, and not optional. In this period, it is easier to lose the rights of partners and shareholders than in other periods that the company goes through, as well as the rights of creditors, and it must be noted that when we say during the liquidation period, we mean by it the procedures that follow this process, that is, it deals with the matters that lead to this stage, and during this period stage and what results from this stage.
Perhaps one of the most important points that prompted me to this study as well is that the liquidation of the company and the division of its funds have an important impact not only on the partners and those dealing with it, but this effect extends to the national economy, and the liquidation results in huge effects due to the large number of its interests, and the capital it swallows, which must be Dealing with it, and developing scientific, practical, realistic and legal solutions to it, as well as the consequences of liquidation in terms of paying off debts in favor of its creditors.In our short study of this subject, the rights of the partners and creditors during the company’s liquidation period were mainly discussed in the following laws: The Egyptian Commercial group of 1883, the Egyptian Civil Code of 1948, and the Egyptian Capital Companies Law No. (159) of 1981, with its latest amendments issued in 2009 by Law No. 68., as well as the new Restructuring Law No. 11 of 2018. In Libyan legislation, the Libyan Civil Code of 1954, the Commercial Law of 1953 that was repealed only a few months ago, and Law No. (23) of 1378 FDP (2010) regarding the new Libyan commercial activity, which replaced the commercial law issued in the year 1953, and took its place In all matters relating to Libyan commercial activity.
It is worth noting that I discussed many issues related to liquidation under the canceled Libyan Commercial Law, compared to Law No. (23) of 2010 AD, and my goal was what was the commercial life like, and how was the legal situation in Libya throughout this time, which is more than five decades. And what did the new Libyan Law No. (23) of 2010 add in comparison to the canceled Commercial Law?
In this thesis, I dealt with the topic (the effects of the liquidation of commercial companies on the rights of partners and creditors) with a specific methodological division. The first is the rights of the partners resulting from the liquidation process, in which I dealt with two chapters, in the first chapter the rights of the partners in the pre-partition stage, and the second chapter was devoted to the rights of the partners in the post-partition stage, and after that I dealt in the second chapter with the rights of creditors during the liquidation period, I devoted the first chapter in it For the methods of paying the company’s debts during the liquidation period, and the second chapter for the means of protecting the rights of creditors during the liquidation period. As with any scientific research, I ended this research with a conclusion in which I dealt with the most important findings and recommendations that I reached. Perhaps the most important of these results are:1- The Egyptian and Libyan Civil Code stipulates that the managers of the company represented in the rule of liquidators until a liquidator is appointed for it, and it was not included in defining the task of the managers at this stage.2- The Libyan Commercial Activity Law No. 23 of 2010 did not stipulate the need to announce the dismissal of the liquidator, compared to its provision that it is necessary to announce his appointment.3- The Egyptian and English legislators agreed on the authority of the liquidator to sell the company’s assets as a whole, but it was stipulated that the approval of the General Assembly be obtained, which the Libyan legislator did not refer to this authority.4- The legal personality of the company disappears, and the partners become joint owners of the company’s assets as soon as the liquidation is closed; Because the disappearance of the moral personality of the company necessarily entails the disappearance of its financial liabilities, as well as the personal creditors have the right to enforce the assets of the company and compete with the creditors of the company, and therefore the legislator had to deal with this matter, because if the matter was left like this, there would be many complications and instability in the legal positions of everyone related to the company This is inconsistent with the intent of establishing and organizing companies.
5- The Libyan legislator stipulated in Law No. 23 of 2010 that the term of the debt be due in liquidation, similar to the English and French legislators, while the Egyptian law did not include this approach.Among the most important recommendations are the following:1- We hope that the Egyptian and Libyan legislators will follow the path of the Iraqi legislator by stipulating the provisions of division in special texts and not leaving the matter to the general rules.2- We hope that the Egyptian legislator, as a matter of justice, will adopt dropping the deadlines for unpaid debts in liquidation, similar to the English legislator, the French legislator, and the Libyan legislator.3- We appeal to the Egyptian legislator to add a new article in the Commercial Law and the Companies Law that specifies the period within which the liquidation of companies must end, as did his Libyan counterpart.4- We hope that the Egyptian and Libyan legislators will provide for granting the court the right to appoint a judicial guard to monitor the actions of those in charge of the company’s management during the consideration of the liquidation lawsuit, in order to protect the rights of the company’s creditors, partners and shareholders.5- We hope that the Libyan legislator will stipulate the regulation of the issue of the liquidator selling the company’s assets as a whole,due to the importance and seriousness of this sale, and that it is required for the validity of this sale to take place with the approval of the General Assembly in the voluntary liquidation, and with the approval of the court in the compulsory liquidation.