The conversion and amalgamation of commercial partnerships

Abstract

Conversions and Amalgamations are not issues of great controversy in Malta, however, they form an interesting part of our Commercial Law field, and most certainly the latter are to become all the more important in the near future. This study concentrates on both local provisions and their foreign counterparts. In Chapter One the topic is introduced from a general perspective identifying reasons for entering into a conversion or into amalgamation together with an attempted clarification of all the different terminology made use of, both locally and overseas. In Chapter Two the procedural requirements laid down by Maltese laws are analysed and compared with their Italian counterparts. The procedural requirements for both conversions and amalgamations are practically the same, and this analysis will highlight many lacunas in need of reform. In Chapter Three the juridical nature of both conversion and amalgamation is analysed with the help of Italian doctrine. A number of interesting questions are put forward, like the issue revolving around extinction and creation or aborption. An attempt to answer them is entered into. In Chapter Four the only Maltese case is thoroughly analysed. The Ivan Burridge vs Alfred Pisani case was filed back in 1979, and to my knowledge is still in front of our courts. This case has unearthed the impracticality of our provisions and the serious reforms required. In Chapter Five the British Position is analysed. The terminology made use of and the numerous legislations introduced to curb abuses as far as possible. In Chapter Six an attempt was made to expose some of the reforms desperately needed. In no manner should one consider it to be conclusive. Being a non-believer in length, I tried to keep my thesis concise, to the point, and as least boring as possible. I hope I succeeded.