Article 61. Liquidation of a Legal Person

1. The liquidation of a legal person shall entail the termination thereof without the transfer of rights and duties in the procedure of universal legal succession to other persons.

2. A legal person shall be liquidated by a decision of its founders (participants) or the legal person's body empowered to do so by the constitutive document, for instance in connection with the expiry of the term for which the legal person has been formed, with the attainment of the objective for which it has been formed.

3. A legal person shall be liquidated by a court's decision:

1) when it is sued by a state body or a local self-government body to which the right of filing a claim for liquidation of a legal person is granted by a law, if the state registration of the legal person is deemed invalid, for instance in connection with a gross violation of a law committed at the formation thereof, if these irregularities are irreparable;

2) when it is sued by a state body or local self-government body to which the right of filing a claim for liquidation of a legal person is granted by a law, if the legal person has been pursuing activities without a proper permission (licence) or has had no mandatory membership in a self-regulating organisation or no certificate required by virtue of a law of clearance to pursue a certain type of work issued by a self-regulating organisation;

3) when it is sued by a state body or local self-government body to which the right of filing a claim for liquidation of a legal person is granted by a law, if the legal person has been pursuing activities prohibited by a law or in breach of the Constitution of the Russian Federation or with repeated or gross violation of a law or of other legal acts;

4) when it is sued by a state body or local self-government body to which the right of filing a claim for liquidation of a legal person is granted by a law, if the public organisation, charitable and another fund or religious organisation has been regularly pursuing activities contravening the objectives of such organisations written in their charters;

5) when it is sued by a founder (participant) of the legal person, in the event of impossibility of attaining the objectives for the sake of which it has been formed, for instance in cases when the pursuance of the legal person's activities becomes impossible or is substantially impeded;

6) in the other cases envisaged by a law.

4. From the time when a decision on liquidation of a legal person is taken the due date for performance of its obligations owing creditors shall be deemed to have come.

5. The court's decision on liquidation of the legal person may vest the duty to carry out the liquidation of the legal person in the founders (participants) thereof or in the body empowered to liquidate the legal person according to its constitutive document. Default on performance under the court's decision shall be deemed a ground for liquidation of the legal person by a qualified receiver (Item 5 of Article 62) with the property of the legal person. If the legal person's resources are insufficient for the expenses required for its liquidation these expenses shall be jointly and severally borne by the founders (participants) of the legal person (Item 2 of Article 62).

6. Legal persons, except for the legal persons envisaged by Article 65 of the present Code, may be deemed unable to pay (bankrupt) by a court's decision and be liquidated in the cases and in the procedure envisaged by the legislation on insolvency (bankruptcy).

The general rules for liquidation of legal persons contained in the present Code are applicable to the liquidation of a legal person in liquidation proceedings, unless other rules are established by the present Code or the legislation on insolvency (bankruptcy).