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Dear Cristina Vedel,
We would like to thank you for your participation in the Doing Business project. Your expertise in the area of
Insolvency in Romania is essential to the success of the Doing Business report, one of the four flagship
publications of the World Bank Group that benchmarks business regulations in 189 economies worldwide. The
Resolving Insolvency indicators, which measure the time, cost and outcome of insolvency proceedings involving
domestic entities and the quality of the insolvency laws, are one of the 11 indicator sets published by the Doing
Business report.
The report attracts much attention around the world. The latest edition, Doing Business 2015: Going Beyond
Efficiency, received over 4,000 media citations within two weeks of its publication on October 29, 2014. The
coverage spanned major global, regional and local media outlets, from print and broadcast to the web.
The Doing Business website had more over 800,000 page views and more than 54,000 downloads in the first
two weeks after the reports launch.
Governments worldwide read the report with interest every year, and your contribution makes it possible for
the Doing Business project to disseminate the regulatory best practices that continue to inspire their regulatory
reform efforts. Since 2009, 68 economies have implemented 105 insolvency reforms, including 11 reforms in
2013/14.
Last year, the Resolving Insolvency indicator introduced the Strength of Insolvency Framework index aimed at
measuring the laws and regulations applicable to liquidation and reorganization proceedings in each economy.
We appreciate your contribution to this new index and look forward to receiving your responses and comments.
We are honored to be able to count on your expertise for Doing Business 2016. Please do the following in
completing the questionnaire:
Be sure to update your name and address, if necessary, so that we can mail you a complimentary copy
of the report.
Describe in detail any reform that has affected the insolvency process since June 1, 2014.
Review the assumptions of the case study before updating last year's information in the questionnaire.
Kindly return the questionnaire to dbinsolvency@worldbank.org.
We thank you again for your invaluable contribution to the work of the World Bank Group.
Olena Koltko
Tel: (202) 473-5211
Fax: (202) 473-5758
dbinsolvency@worldbank.org
Klaus Koch
Tel: (202) 473-9127
Fax: (202) 473-5758
dbinsolvency@worldbank.org
Maria Quesada
Tel: (202) 473-3830
Fax: (202) 473-5758
dbinsolvency@worldbank.org
Primary Contributor Information: Please check the box next to information you do not want us to publish.
Name
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Last Name
Position (e.g. manager,
associate, partner)
Profession (e.g. judge,
lawyer, architect)
Contact details
Firm name
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Street
City
Zip/Postal code
Website
E-mail address
Phone
Fax
Mobile phone
Firm Address
19 Polona street
Bucharest
RO - 010491
Mrs.
[]
Cristina
Vedel
Partner
[Cristina]
[Vedel]
[Partner]
Lawyer
[Lawyer]
P.O. Box
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Country
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[District 1]
[Romania]
Sector 1
Romania
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Description
Yes
2.2. Are any reforms in the area of corporate insolvency expected to come into effect prior to
June 1, 2015, or in the longer term? Please describe.
Response
Description
No
2.3. How many insolvency cases involving commercial entities did you or your firm handle in 2014?
Please count all foreclosure, liquidation and reorganization proceedings completed between January 1 and
December 31, 2014, or pending as of December 31, 2014.
Response
-Click to Select-
2.4. How many insolvency cases against commercial entities were filed in your economy in 2014?
Please count all foreclosure, liquidation and reorganization proceedings together. Please note that we do not
consider cases that involve unincorporated sole proprietorships.
Response
(e) More than 100
(please provide rough
estimates)
2.5. In your opinion, what proportion of distressed businesses filing for insolvency continued to operate
as a going concern upon completion of insolvency proceedings in 2014, including sale as a going
concern through liquidation a well as through reorganization? Please provide details in the comments
section, if any, or references to available statistics.
Response
1-25%
Comment
an
at
This year
Comment
Procedure
Management of Mirage is Reorganization
obligated
to
commence
insolvency
proceedings
within 30 days of the
occurrence of insolvency
(Article 27 of Law no.
85/2006). It is also likely that
Mirage management will file
for insolvency in order to
benefit from the moratorium
on enforcement actions,
possibility to renegotiate
payments with creditors, the
opportunity
to
keep
management in place and to
keep the hotel operating.
However,
banks
prefer
liquidation to providing new
finance for a reorganization
plan in the current market
circumstances.
Therefore,
BizBank is not likely to
accept
reorganization.
Additionally, under Article
105 of Law no. 85/2006, if
the debtor fails to comply
with the reorganization plan
or its activity brings losses,
the
insolvency
representative,
creditors
committee or any of the
creditors, as well as the
special administrator may
request the judge to approve
bankruptcy and liquidation.
Reorganizations in Romania
are rare.
Comment
4.2. Which court will be involved in Mirages case? (For example, Mirage's management applies to the city
court for reorganization; BizBank commences judicial foreclosure proceedings).
Last Year
Yes, Tribunal, Insolvency Section (article 6 par (1)
of Law 85/2006)
This Year
Bucharest Tribunal
4.3. Will the hotel be able to continue operating upon completion of the entire insolvency process?
Please explain why, in your opinion, this would be the most likely outcome. Please note that the hotel may
survive as a going concern either through continuation of its operations or through a sale as an operating
whole. Going concern means that a business has the resources needed in order to continue to operate in the
foreseeable future.
Last year
Response
Comment
No, the hotel will stop The hotel will continue its
operating and assets of current activity only during
Mirage will be sold the observation period (art
piecemeal
49 of Law 85/2006) and in
the
reorganization
procedure according to the
reorganization plan (art 103
par (1) of Law 85/2006). If
Mirage
enters
the
bakruptcy/liquidation
procedure, then the hotel
shall stop operating, as it is
unlikely that a buyer can be
found willing to purchase
the hotel as a going
concern
and
continue
operating it.
Response
Yes, the hotel
will
continue
operating as a
going concern
This year
Comment
4.4. What laws, regulations and rules will apply in Mirage's case?
Last Year
Law no. 85/2006 regarding the insolvency procedure;
The Regulation of the Council of the European Union
no. 1346/2000 regarding the insolvency procedures; Law no. 381/2009 regarding the implementation of the
preventive composition (concordat preventif in French)
and the ad-hoc mandate; The Emergency Government
Ordinance no. 86/2006 regarding the organization of the
insolvency practitioners activity; The Romanian Civil
Code of 1st of October 2011; The Romanian Civil
Procedure Code of 15th of February 2013; Law 31/1990
regarding the companies; The Governments Decision
no. 460/2005 regarding the content, stages, financing
conditions, publishing and distribution of the Bulletin of
Insolvency Proceedings; The Order of the Ministry of
Justice no. 1692/2000 Order of the Ministry of Justice for
the approval of the Insolvency Proceedings Gazette and
the format of certain procedural documents.
This Year
4.5. How long will the entire insolvency process for Mirage take? Please provide the most likely
estimate based on your experience. Please, indicate the main procedural steps required to complete the
entire process and how much time each procedural step will take in practice. The time begins at the moment
of Mirages default and ends when BizBank is repaid all or some of the money owed to it. If the procedure is
reorganization, the timeframe ends when the reorganization plan is approved. If the initial procedure is
converted from one to another, please take into account the time of the second procedure as well.
Last year
Response
40 months
Comment
Insolvency proceedings last on
average 3-5 years due to a large
number of cases filed and delaying
tactics used by the debtors to avoid
liquidation of the company. Most
statutory deadlines cannot be
complied with in practice. The main
procedural steps for the completion
of the insolvency process for Mirage
are: - the observation period (as
of the opening of the insolvency
proceedings
and
until
the
reorganization plan is approved or
the bankruptcy proceedings are
initiated) may take 9 months to 1.5
This year
Response
40
months
Comment
Response
10.5%
Court fees
Comment
Response
The majority of the expenses will go 10.5
to the fees of the insolvency %
representative - up to 10% of the
value of the estate, attorney's fees
can be up to 5% of the value. Other
expenses are minimal.
Cost Breakdown
%
This year
Comment
Attorney's fees
Auctioneer's fees
5. LEGAL FRAMEWORK
This section focuses on the legal framework applicable to judicial REORGANIZATION and LIQUIDATION of
commercial entities in your economy. Please answer the following questions on the basis of the legal
framework applicable to commercial entities only (personal insolvency excluded), and please specify the
applicable article of the law for each answer. For your convenience, we have included, where available, a
summary of the responses provided by our contributors last year to the same questions. Because they
represent the responses from all Doing Business contributors in your economy, they may not match the specific
answers that you or colleagues in your firm provided last year.
5.1. COMMENCEMENT OF PROCEEDINGS
5.1.1. What procedures are available to a DEBTOR when commencing insolvency proceedings?
Last year
Response
Comment/Legal Basis
(a) Debtor may file for According to Article 27
both liquidation and paragraph (1) from the
reorganization
Insolvency Law no. 85/2006,
the debtor insolvent has the
obligation to file a request
regarding the opening of the
insolvency procedure within
30 days from the occurrence
of the insolvency state. If
such request is filed, the
provisions of the Insolvency
Law no. 85/2006, namely the
provisions regarding both the
reorganization
and
the
liquidation,
become
applicable to the debtor.
Article 28 paragraph 1 letter
h) from Insolvency Law no.
85/2006 establishes that the
debtor's request, filed in
accordance with the provision
of article 27 paragraph (1)
from the Insolvency Law,
must be accompanied by a
statement of the debtor
regarding its intention to enter
the
simplified
procedure
(composed of the bankruptcy
phase) or the reorganization
phase. If debtor's petition is
accepted, it will enter into the
observation
period.
The
creditors on recommendation
of
the
receiver
decide
whether the debtor should be
reorganized or liquidated
(Article 59).
Response
-Click to Select-
This year
Comment/Legal Basis
5.1.2. Does the insolvency framework allow a CREDITOR to file for insolvency of the debtor?
Last year
Response
Comment/Legal Basis
(a) Yes, a creditor may A creditor may only file for the
file for both liquidation opening of the insolvency
and reorganization
proceeding (Articles 26 and
31, Law No. 85/2006). A
creditor may not file for the
opening of reorganization,
however,
during
the
Response
-Click to Select-
This year
Comment/Legal Basis
Response
-Click to Select-
This year
Comment/Legal Basis
Response
(a)
Yes,
continuation
is
always
allowed
Last year
Comment/Legal Basis
The insolvency framework allows the
continuation of operations of the
business and the contracts supplying
essential services to the debtor during
the observation period (Article 49, Law
85/2006). The insolvency framework
states that all essential suppliers are
required to continue executing their
contracts if the debtor is a captive
consumer (according to Article 3 of Law
85/2006, a captive consumer means a
consumer who, for technical, economic
Response
-Click
to
Select-
This year
Comment/Legal Basis
Response
Yes
Last year
Comment/Legal Basis
In view of fully maximizing the debtors
estate, the receiver/liquidator may
recognize/maintain
or
unilaterally
terminate any contracts, leases not yet
expired or other long-term contracts, as
long as these contracts were not entirely
or substantially executed by all the
parties involved. (Article 86, Law No.
85/2006).
Response
-Click
to
Select-
Last year
Comment/Legal Basis
5.2.3. Does the insolvency framework allow avoidance of the following transactions executed before the
filing for insolvency?
(a) Preferential
transactions, which resulted
in a creditor obtaining more
than its pro rata share of
the debtors assets and
which occurred when the
debtor was insolvent
(b) Undervalued
transactions, which were
made as a gift or in
exchange for less than
equivalent value and which
occurred when the debtor
was insolvent or resulted in
the debtor becoming
insolvent
Response
Yes
Yes
Last year
Comment/Legal Basis
The following transactions may
be
cancelled:
documents
concluded in the three years
prior to the commencing of
proceedings, by all parties
involved intending to abstract
goods from creditors or to
harm in any other way the
creditors rights; the creation or
perfecting of a legal security
for an unsecured claim in the
120 days prior to the
commencing of proceedings;
advance payments of debts,
made during the 120 days
prior to the commencing of
proceedings, if the maturity for
such payments had been
established
at
a
date
subsequent
to
the
commencing of proceedings
( Article 80, Law 85/2006).
The following transactions may
be cancelled: free transfers
made in the three-year period
prior to the commencing of
proceedings; acts of charity
shall be excepted; commercial
transactions,
where
the
debtors performance evidently
exceeds that received, made
in the three years prior to the
Response
-Click to
Select-
-Click to
Select-
This year
Comment/Legal Basis
commencing of proceedings;
transfers of property to a
creditor on account of a prior
debt or to the creditors
benefit, made in the 120 days
prior to the commencing of
proceedings, if the amount that
the creditor might obtain in
case of bankruptcy is less that
the value of the document of
transfer ( Article 80, Law
85/2006).
5.2.4. Does the insolvency framework provide for the possibility of the debtor obtaining credit after
commencement of insolvency proceedings (post-commencement credit) to finance its on-going needs
during the proceedings?
Response
Yes
Last year
Comment/Legal Basis
A debtor is generally able to continue
operating under supervision of the
receiver (Article 49 of Law 85/2006) and
debts arising after commencement of
proceedings are explicitly referenced in
the law (Article 123 of Law 85/2006).
This year
Comment/Legal Basis
Response
-Click
to
Select-
Response
(b) Yes, over ordinary
unsecured
creditors
but not over secured
creditors
Last year
Comment/Legal Basis
Article 123.3 of the Law no.
85/2006
5.3. REORGANIZATION
This year
Comment/Legal Basis
Response
-Click to Select-
PROCEEDINGS
Response
(a) All creditors
Last year
Comment/Legal Basis
All creditors with accepted
claims cote on the plan (Article
100 of Law 85/2006).
This year
Comment/Legal Basis
Response
-Click to Select-
5.3.2. Does the insolvency framework require that the following provisions must be followed in order for
the reorganization plan to be approved?
Response
Yes
Yes
Last year
Comment/Legal Basis
Under Article 100(3) of
Law 85/2006, the following
claims shall be distinct
categories of claims, which
are voted for separately:
a) secured claims;
b) claims belonging to
budgetary creditors;
c) unsecured claims, as
set forth in article 96
paragraph (1);
d) the other unsecured
claims.
Article 100(3) of Law
Response
-Click to
Select-
-Click
to
This year
Comment/Legal Basis
votes separately
(c) Creditors of the same
class receive the same
treatment
under
the
reorganization plan
Yes
85/2006
The plan shall establish
the same treatment for
each claim in a distinct
category, unless the holder
of a claim in such category
consents to a treatment
that is less favorable for its
claim, article 96 of Law
No. 85/2006.
-Click to
Select-
5.3.3. Does the insolvency framework require that a reorganization plan must specify that the
anticipated return to dissenting creditors will be at least equal to the return that they would obtain in a
liquidation?
Response
Yes
Last year
Comment/Legal Basis
The plan must comprise of the estimated
values of the returns to all the category of
claims, both in the case of reorganization
and bankruptcy. The plan may be
confirmed by the syndic judge, provided it
ensures correct and equal treatment to
the distressed creditors, meaning such
creditors are anticipated to receive at least
equal return they would receive in the
case of bankruptcy (Articles 95 & 101,
Law 85/ 2006)
Response
-Click
to
Select-
This year
Comment/Legal Basis
Response
Yes
Last year
Comment/Legal Basis
Upon recommendation of the Board of
Creditors, within the first session of the
general
meeting
of
creditors
or
subsequent to such session, the creditors
holding at least 50% of the total value of
claims may decide on the appointment of
a receiver/liquidator, also establishing
his/her remuneration. The creditors may
decide to confirm the temporary
appointment of the receiver or liquidator
by the bankruptcy judge. article 19 of Law
No. 85/ 2006.
Response
-Click
to
Select-
This year
Comment/Legal Basis
5.4.2. Does the insolvency framework require that creditors (through either a decision of the creditors
meeting or a decision of the creditors committee) approve the sale of substantial assets of the debtor, if
such sale is made in the course of the insolvency proceedings?
Response
No
Last year
Comment/Legal Basis
There are no specific provisions requiring
creditors' approval of for the sale of
debtor's assets in the period between
commencement of proceedings and either
approval of reorganization plan or
liquidation of the debtor under Law
85/2006.
Response
-Click
to
Select-
This year
Comment/Legal Basis
5.4.3. Does the insolvency framework provide that an individual creditor has the right to request
information from the insolvency representative on the debtors business and financial affairs?
Response
No
Last year
Comment/Legal Basis
Law No. 85/2006 does not state expressly
that creditors have this right.
Response
-Click
to
Select-
This year
Comment/Legal Basis
5.4.4. Does the insolvency framework provide that an individual creditor has the right to object to the
decision accepting or rejecting its own claims AND claims of other creditors?
Response
Yes
Last year
Comment/Legal Basis
The debtor, creditors and any other
interested party will be able to file
complaints about the claims and rights of
preference listed in the preliminary table
of claims, as provided by Art 73 (1).
Response
-Click to
Select-
This year
Comment/Legal Basis
Thank you very much for completing the Resolving Insolvency questionnaire!
We sincerely appreciate your contribution to the Doing Business project.
The results will appear in Doing Business 2016 and on our website: www.doingbusiness.org.
Your work will be gratefully acknowledged in both, if you wish.