ROMANIA Law and Practice Contributed by: Stan Tîrnoveanu, Alexandru Iorgulescu, Laura Retegan and Viorica Clima, Zamfirescu Racoți Vasile & Partners Attorneys At Law
7.3 Duties and Personal Liability of Officers Under the same conditions as those mentioned above, the Insolvency Law allows for any members of the supervisory board within the company, as well as any other persons who contributed to the state of insolvency of the debtor, to be held liable. 7.4 Other Consequences for Directors and Officers Directors and officers may be subject to other sanc - tions under applicable criminal or civil law. A person found liable for the state of insolvency of a debtor will have an interdiction on exercising the function of administrator for a period of ten years. 8. Setting Aside or Annulling a Transaction 8.1 Circumstances for Setting Aside a Transaction or Transfer In order to annul/set aside a transfer or transaction concluded by the debtor in the suspicious period, a distinct annulment claim must be submitted to the syndic judge. The acts of incorporation or transfer of a patrimonial nature made by the debtor that go beyond the normal performance of their current activity, may also be targeted by such an action. The Insolvency
Law provides for objective annulment cases (in con - sideration of the act/operation in question), as well as annulment cases concerning the persons with whom they were concluded (persons in a special relationship with the debtor). The general term of the look-back (suspicious period) is two years, but there are also special terms of six months. 8.2 Claims to Set Aside or Annul a Transaction or a Transfer Claims for annulment of fraudulent transactions or transfers concluded by the debtor during the sus - picious period, to the detriment of creditors’ rights, may be filed by the insolvency administrator, the credi - tors’ committee or by a creditor representing more than 50% of the total receivables registered in the final table. The law provides for the possibility of filing such actions only in insolvency and not in restructur - ing procedures. The admission of such claim will have the effect of restoring the parties to their previous situation with a few distinctions, whether the transfer was oner - ous or free, and the consequences for the third party, depending on good or bad faith at the conclusion of the fraudulent deed.
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