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| Law n ° 2012-02 of 3 January 2012 EXPOSE REASONS Leasing is a relatively old activity that has been authorised in Senegal by Decree No 71-458 of 22 April 1971 laying down the conditions under which leasing companies or leasing companies are entitled to carry on their business. Thus, the first leasing company was incorporated in 1977. After more than 30 years of activity, the analysis of the economic and financial environment has shown that the leasing or leasing market is underdeveloped and is characterised by a reduced performance of the sector with a quasi-zero financing competition The economy. Indeed, in 2009, the market for leasing in Senegal was valued at 5 billion CFA francs and the leasing and assimilated operations accounted for less than 1 % of assets, of credit institutions. In terms of financing private investment in Senegal, the activity was only 0.2 % in height, whereas in Tunisia and Mauritius, this participation was 11 % and 25 % respectively, namely FCFA 400 billion and FCFA 250 billion. This situation results from the combination of several factors relating to economic and financial aspects, on the one hand, and the absence of an adequate legal, accounting and fiscal framework on the other. At the regulatory level, only Decree No. 71-458 of 22 April 1971 laying down the conditions under which leasing companies or leasing companies are entitled to exercise constitutes the legal framework for this activity alongside the banking regulation, of the Is the legal framework for this activity alongside the banking regulations, SYSCOA and the Uniform Acts of the OHADA. However, in view of the evolution of the rules applied to commercial matters and the need to secure relations between the various parties, the aforementioned Decree of 1971 appeared to be inadequate. This decree has not governed all the particulars of the leasing and all other aspects such as the rights, obligations and responsibilities of the parties; it has only limited itself to providing a summary definition of the leasing and its field Application, while returning the parties to the contractual clauses and the common law for the determination of the terms of the contract. Furthermore, Act No. 2008-26 of 28 July 2008 on banking regulation which constitutes the regulatory basis for the exercise of leasing activities in UEMOA has not also addressed these concerns because it is limited to Assimilate the lease credit to credit operations by specifying in its section 8 the prescribed leasing transactions. Similarly, at the supranational level, the Uniform Act concerning the Commercial General Law which submits the lease to the Register of Commerce, if a trader wishes to acquire the condition of enforceability attached to security rights Has not regulated the activity. Thus, in the eyes of the legislator of the OHADA, the leasing contract remains subject to the common law of contracts, unless one of the States parties has provided for a specific regulation, but does not derogate from the provisions of the Uniform Act on the Condition of enforceability by the above-mentioned recordal. As a result, it should be noted that some aspects of leasing activity are rather a matter of common law, which poses legal and practical difficulties. Indeed, in the current economic context which is very different from that of the 1970s and 1980s, the difficulties of exercising the leasing activity have become noticeable due to the absence of specific provisions governing the Obligations and responsibilities of the various interveners, especially when one accepts that at least three persons are involved in the leasing or leasing transactions, the contract of which interferes, on the occasion of its execution with A supply contract. The effects of the two contracts lead to new and interlocking legal situations for the parties concerned and their respective creditors. That is why the various stakeholders in the economic environment have felt and expressed the need for legal, regulatory and judicial supervision, with the institutionalisation of the activity at least as much as the leasing in general, Commercial lease, in particular, and commercial sale. Moreover, it should be stressed that the current economic context shows the need for diversification of SME financing instruments in terms of the promotion and development of innovative and adapted products. In this context, the elaboration of a law governing the leasing of Senegal with more ambition than the 1971 decree has become urgent in order to lay the foundations for the development of this activity particularly suited to the financing of the Small and medium enterprises (SMEs). This is the whole meaning of this Law which takes into account the specificities of the activity and will also serve to respond to a pressing demand by the leasing companies for the increased protection of their contracts and the goods that make them The object, by means of measures such as the creation of a leaseback register and the right to take immediate recovery of the property by having the said contracts acquire an authentic instrument of practice, allowing greater legal certainty to be granted to the Leasing operations. Therefore, it fits into the legal and regulatory framework in perfect harmony with Law No. 2008-26 of 28 July on banking regulations, SYSCOA and the provisions of OHADA. The law is structured around the preservation of the interests of the parties by defining the rights and obligations of the lessee, the lessor and the supplier, the characteristics of the lease agreement and its implementing rules, and Improvement of remedies. In this respect, it includes the following seven (7) chapters: -Scope and Definitions -General provisions -Running the lease agreement -Rights, obligations and liabilities of the lessee, of the -Inperformance of the lease agreement and remedies -Effects of judicial reorganization and liquidation of property -Final and transitional provisions The National Assembly adopted, at its meeting on Thursday, 27 October 2011; The Senate adopted, at its sitting on Tuesday, 27 December 2011; The President of the Republic enacts the following legislation: CHAPTER I. - SCOPE Article 1. - This Law regulates leasing or leasing operations, the leasing contract, Article 2. - Definitions Rental refers to an operation by which a person gives another person the right of possession and enjoyment of the property for a specified period of time and with the payment of rent. Leasing or leasing means any operation for the rental of movable or immovable property, tangible or intangible for professional use, specially acquired by virtue of that lease by undertakings which remain owners thereof, where such Operation, whatever its name, provides for the ability of the lessee to acquire all or part of the leased property, subject to an agreed price which takes into account, at least in part, payments made as rent. No person shall designate any legal person under public law or private law, or any natural person. Lessor is the legal entity that is legally entitled to grant the right of holding and enjoyment of property under a lease agreement. Supplier means the person to whom the lessor acquires the property for lease purposes under a lease agreement. Contract of supply means the contract by which the lessor acquires the property for lease purposes under a lease agreement. Well means any existing or future thing, including the thing to be transformed, for professional use, craft, industrial, commercial, agricultural, fishing Option of purchase means the power conferred on the creditor at the end of the lease contract, to become the owner of the property or property which is the object thereof, under a unilateral promise of sale, the realization of which remains subject to the payment of the Price fixed in advance. Residual value refers to the transfer price of the leased property at the end of the lease period, fixed in advance of the lease agreement, and which takes into account the regularly paid rent. CHAPTER II. -GENERAL PROVISIONS Section I.-Leasing Article 3. - Leasing or leasing as defined in Article 2 shall be carried out by a written contract which specifies that the lessor shall remain the owner of the property during the term of the lease, which shall include an irrevocable period equal to or less than Period of rental, during which the parties may not terminate or revise the terms of the contract only by mutual agreement. Leasing operations are considered to be a form of credit, as provided for in Law No. 2008-26 of 28 July 2008 on bank regulation. For this purpose, their habitual exercise shall be subject to the request for authorisation in accordance with the provisions of the Banking Act or the Law on the Regulation of Decentralised Financial Systems. Section 1I. -Special conditions Article 4. - The leasing contract, as defined by this Act, must be clearly distinguished from the simple lease, sale, lease-sale, credit sale, instalment sale, and all other similar contracts that are Outside the scope of this Act. The lessor and the lessee may derogate from the provisions of this Act and freely set out in writing the contents of the lease agreement and modify its effects. The lease agreement shall be governed by the provisions of the common law to the extent that it is not derogated from by this Law. Article 5. - A contract can only be qualified as a leasing contract if it meets at least the following conditions: (a) At the end of the rental period, ownership of the leased property may be transferred to the lessee upon payment of an amount fixed in advance; (b) The term of the lease covers most of the economic life of the object of the lease contract; (c) The total amount of the discounted rents covers Article 6. - The leasing contract generally involves three parts: The lessor, the lessee and the supplier as defined in section 2 of this Act. The lessee may itself be the supplier of the property that it sells to the creditor and then resumes it in the context of a lease agreement. The lessee may itself be the supplier of the property that it sells to the creditor and then resumes it in the context of a lease agreement. The lessor must be: -a bank or; -a financial institution of leasing or leasing with an option to purchase or; -any other financial institution with a banking character or a decentralised financial system having obtained the required authorisation. Article 7. - Lease contract may carry Property that is not in free circulation under existing legislation cannot be the subject of a lease. Article 8. - The object of the lease contract may be: -Purchased by lessor to the lessee in the context of a leasing transaction. -owned by the lessor, in the framework -purchased by the lessor from a supplier designated by the lessee and in accordance with -Purchased by the creditor who, in agreement with the lessee, replaces the latter in a contract of purchase initiated by the creditor; Article 9. - Rents paid by the lessee The amount and terms of payment shall be fixed in the mutual agreement of the parties. The amount of the rent may be amended by mutual agreement of the parties, unless otherwise provided for in the Article 10. - The lessee has an option to purchase the leased property at the end of the lease period. It can exercise the option to purchase before the end of the term The transfer to the credit-taker of movable property, in the event of the exercise of the option to purchase at the end of the lease, is effected by assignment in execution of a unilateral promise of sale. In the event that the lease agreement provides for the construction of a building on the land owned by the lessor, the lessor must give a unilateral promise of sale at the time of signing of the contract. If the lessee decides on the acquisition of the property, it will waive the purchase option under the lease agreement. When construction is built on the land owned by the lessee, the transfer is effected by the effect of accession upon the expiration of the lease. In this case, the lease agreement shall provide for the agreement of both parties with respect to their respective rights in the field during the term of the lease. Article 11. - The leasing contract must, regardless of its duration, be materialized in writing between the lessor and the lessee. The contract shall contain at least the following: 1. The description of the goods objects of the contract, with all the characteristics which could allow their perfect identification; 2. The party who chose the property and the supplier, the duration of the lease; 3. The amount of rents, their deadlines and the procedure for their settlement; 4. The conditions for the exercise of the option to purchase and the amount to be paid by the lessee in this case; Article 12. - The parties to the lease contract may add other clauses that, for example, address the following: 1. The terms and conditions of purchase of the leased property (location, date and manner of delivery of the leased object); 2. The party that bears the obligation to insure the leased object and the risks to which it must be covered by the insurance; 3. Force majeure conditions; 4. The conditions for the modification or amicable or judicial termination of the lease contract; 5. Other elements to be agreed by the Contracting Parties. Article 13. - The obligations of the lessor and the lessee become irrevocable and independent when the object of the lease contract has been delivered and accepted by the lessee. Article 14. - The amendment of the lease agreement shall be permitted subject to the written consent of the parties, unless otherwise provided for in this Act. Article 15. - The lease contract may include provisions related to equipment relating to the provision of additional services by the lessor, such as insurance, equipment maintenance, etc. The list, volume and cost of these additional services must be negotiated between the parties. Article 16. - The lending institution may carry out the advertising formalities provided for in Article 35 of the Uniform Law of the OHADA relating to general trade law. CHAPTER III. -CONTRACT EXECUTION Section 1. -At the beginning of the rental period Article 17. - The contract for the supply of the leased property must be established between the lessor and the supplier. The lessor is acting under the recommendations of the lessee to purchase the leased property, and then transfers it to the lessor. The lessor must not enter into a contract of supply with a supplier for a property that is to be the subject of a lease agreement, before the lessee undertakes in writing on the terms, conditions, guarantees and Specifications specified in this supply contract. Article 18. - If the creditor allows the credit-taker to receive the object of the contract directly from the supplier, the delivery must comply with the conditions and characteristics agreed to in the supply contract and a receipt voucher Describing the condition of the property delivered and possibly specifying the defects must be established. In the event of failure to deliver the leased property, partial delivery, late or non-conforming to the contract of supply held by the lessee and the lease agreement, the lessee shall have the right Article 19. - The acceptance of the property occurs when the lessee signs the receipt voucher referred to in section 18. Although the lessee has accepted the property as it is, it can claim damages to the supplier because of the non-compliance of the property to the supply contract. Where the leased property is injured prior to its delivery to the lessee outside of any fault of the lessor or the lessee, the lessee shall require the inspection of the property and may, either accept the property with compensation from the lessee. A supplier based on its depreciation, or to exercise the remedies available to it in accordance with the common law. Section II. -During the rental period Article 20. - The lessee shall not be subject to the leased property, and for any reason, any modification or installation without the prior agreement of the creditor. In the event that the lessee makes improvements to the leased property, at its own expense and without the written consent of the lessor, and these improvements are inseparable from the leased property without damage, the lessee shall not have the right to Be compensated for the cost of these improvements after the termination of the lease agreement. Any improvement in the leased property realized by the Article 21. - During the term of the lease agreement, the lessor may not assign fully or partially his or her rights under the lease contract only to another business engaged in business Article 22. - The lessee shall not assign his right of contractual enjoyment and shall not sublease the leased property without the written agreement of the lessor credit. The assignor has an obligation to guarantee to the creditor the execution by the assignee of his obligations, as laid down in this Law and stipulated in The term of the sub-lease shall not exceed the term of the lease agreement. Article 23. - The enjoyment of the object of a leasing contract may benefit other persons other than the lessee, if they enter into a contract between them to make an investment or for a common use, but without however that contract May be effective against the lessor. Article 24. - In the context of a real estate leasing contract, the immovable property cannot, during the term of the contract, be the subject of a formation of a trade fund. Section III. -At the end of the rental period Article 25. - If the lessee, after having fulfilled all of its obligations under the lease contract, raises the option of purchase on the date agreed upon either at the expiration of the period of irrevocability, or at the expiration of the term of the contract, by letter Recommended to lessor, at least The lease agreement is in this case deemed to have ended, provided that the parties have fulfilled their obligations. As from the date of the purchase option, the reports of the lessee and the lessor are substituted by the reports of the purchaser to the seller and will be governed by the legal provisions relating to the sales contracts with the exception of Those relating to the eviction guarantee and the guarantee of apparent or hidden defects that do not apply to transfers between creditor and credit-lessee. Article 26. - Before the end of the agreed period of the lease contract, each Contracting Party may request an extension of the contract with the same or new terms and conditions. Article 27. - If the lessee does not exercise the option of purchase and the contracting parties do not decide on the extension of the lease contract, the contract expires at the end of the period for the validity of the contract. CHAPTER IV. -RIGHTS, OBLIGATIONS Section 1. -Rights and obligations of the creditor Article 28. - The lessee shall have the right: 1. Negotiate directly with the supplier, prior to the conclusion of the lease agreement, on the characteristics of the object of the lease or the method of manufacture or construction of the lease, and the conditions of sale of the lease Well. 2. To take an oblique action against the supplier, in accordance with the provisions of the Code of Civil and Commercial Obligations, for all legal proceedings which the creditor may have brought under his contract of supply with The supplier, with the exception of the action for the termination of the supply contract, without prejudice to the rights of the creditor to the action against the supplier in that regard; 3. On the leased property from the date of issue of the property by the lessor. The right of enjoyment of the credit-taker shall be exercised during the contractual period of the lease. 4. Preemption with the purchase option it holds on the acquisition of the property at the end of the lease. This right shall be granted subject to compliance with the provisions of Chapters 3 and 4. The lessee does not have the right to sell, The lessee shall not move, without the prior written consent of the creditor, the movable property of the place specified in the lease agreement. The provisions relating to the legal extension of the real estate lease and to the determination of the rent provided for in the laws governing the relationship between the owner and the tenant do not apply to real estate leases concluded Pursuant to the provisions of this Act. Article 29. - In consideration of its right of enjoyment as provided for in the leasing contract and unless otherwise agreed by the parties, the lessee shall be deemed to be liable for the obligations placed on the lessee by the legislation in force. The lessee has a particular obligation to: 1. Accept the goods supplied by the supplier, if it complies with the terms, conditions, guarantees and specifications specified in the contract of supply; 2. To pay to the lessor, at the place and the dates agreed upon, the amounts fixed in the lease agreement, as rent; 3. Retain the leased property, operate it under normal conditions for property of that nature and maintain it in the condition in which it was delivered, taking into account the wear and tear resulting from normal use; 4. To maintain and repair the leased property in accordance with the purposes for which it was designed, in accordance with the instructions provided by the supply contract and the lease agreement. 5. Guarantee the lessor against the risks of loss, theft, deterioration and/or partial or total destruction of the leased property regardless of the cause and insure against such risks for the duration of the lease agreement and To a notoriously solvent insurance company; 6. Return the property to the lessor in the event of termination of the lease contract and the expiration of the contract, unless the lessor exercises its right to purchase the property or extend the term of the contract; 7. To allow for the term of the lease, to the lessor to access, to the premises in which the leased property is installed, in order to enable it to exercise its right of verification of the state of the property; 8. Notify the lessor, in accordance with the procedures stipulated in the lease agreement, 9. To affix a registration to the leased property which states that the leased property is the property of the lessor and is used by the lessee under a lease agreement; 10. Notify the creditor, within a period of Section 2. -Rights and obligations Article 30. - The lessor has the right to property on the leased property. This right does not suffer any restriction or limitation of any kind by the fact that the property is used by the lessee or by the fact that the contract allows the lessee to act as agent of the owner in operations Legal or 1. Recover the property in the event of termination or expiration of the credit agreement when the credit - 2. To control the respect by the credit-taker of the terms and conditions of the lease agreement and 3. Request in writing from the credit-taker any written information deemed necessary to monitor its financial situation. 4. To inspect or have the leased property inspected to verify that it is still in the possession of the lessee and to examine the terms and conditions of its use and maintenance thereof in accordance with the contract of supply, Lease and legislative requirements, provided that this does not result in damage to the lessee; 5. To collect, before any other creditor of the credit-taker, the proceeds of the realization of all security rights incorporated in his profile and the sums paid by the personal and solidary bonds of the credit-taker, up to the sum of the sums The latter will be liable at any time under the lease agreement; 6. To receive insurance benefits directly related to the leased property, in the case of a partial or total loss of the property, notwithstanding the assumption by the credit-taker of the insurance premiums written and without the need for Special delegation for this purpose. Article 31. - In view of the financial nature of the leasing contract as specified in Article 3, the financial lessor has a particular obligation; 1. Acquire the property in accordance with the lease agreement and transfer its use and use to the lessee; 2. Inform the supplier in writing, at the time of acquisition of the property, that the property is purchased for lease as part of a leasing contract to the profile of a specific lessee; 3. To refrain from disturbing the lessee in the enjoyment of the leased property, not to bring a change to the property or its dependencies by diminishing the enjoyment and to guarantee the credit-taker against any damage or disorder of the right of the Creditor to the exclusion of any disorder from the fact of third parties on the basis of no rights in the leased property. The lessor also has an obligation to refrain from any act which may result in the taking of an act by the competent administrative authority having the effect of lessening or eliminating the enjoyment of the credit-taker on the leased property. Section 3. -Rights and obligations Article 32. - The supplier has the rights and obligations laid down in the texts relating to the contract of sale. Except as otherwise provided in the lease or supply contract, the supplier's rights and responsibilities to the lessee are the same as to the lessor, particularly in respect of quality and Quantity of goods sold and the conditions of their delivery. Conversely, the rights and responsibilities of the lessee to the supplier are identical to those of the lessor, with the exception of the obligation to pay the price of the property purchased and the right to terminate the supply contract with the supplier. Provider without the consent of the lessor. The supplier cannot be held liable for the same damage to the lessor and the lessee. Article 33. - The supplier guarantees that the leased property under a leasing contract is at least acceptable in accordance with the market criteria according to the specifications of the leasing contract and meets the usual intended use. This guarantee may only be required from the supplier. Section 4. -Responsibilities of the parties Article 34. - The rights and remedies of the parties are effective against the purchasers of the property and the creditors of the parties, including a trustee in liquidation or liquidation. Article 35. - Supplier Obligations Article 36. - The rights of the creditor may not be infringed by a change in any term of the supply contract approved by the lessee, unless he has consented to this change, the lessor is considered to be To meet the obligations of the supplier in respect of the lessee that have been so amended and to the extent of the amendment. This Article shall not give the lessee the right to negotiate the modification, termination or cancellation of the contract of supply without the consent of the creditor. Article 37. - Following the acceptance of the property leased by the lessee, the latter's claims against the lessor in respect of the quality and performance of the leased property and any claim by third parties shall become inadmissible, except to the extent that Where the lessor has assumed obligations which, under the lease agreement, will continue after the acceptance of the property. Article 38. - In the event that the goods delivered do not comply with the terms of the lease agreement due to a fault of the lessor credit, the lessor, with the consent of the lessee, may remedy this by proposing another property to the lessee's credit. Article 39. - The lessee may claim from the lessor, without assignment, all the rights arising out of the supply contract. The lessor is relieved of the delivery responsibilities and guarantees of the dispossession and the apparent or hidden defects when the choice of the equipment and the supplier is the sole responsibility of the lessee. In the case where the lessor is the owner of the leased property, it cannot be released from the obligation of delivery and the guarantee of eviction and apparent or hidden defects. Unless otherwise provided for in the lease agreement. In the event that the lessor purchases the leased property from the lessee, the lessor will not be liable for the delivery or warranty of eviction or apparent or covert defects. Article 40. - The lessor, acting in its capacity as lessor and owner, within the limits of the transaction as stipulated in the contract of supply and the lease contract, shall be exempt from any liability to the lessee or the Third party, due to the death and damage to persons and blines caused by the leased property or its operation. The lessee shall assume full civil liability for the damage caused by the leased property, in accordance with the provisions of the legislation in force. Article 41. - The risk of damage or loss is transferred to the lessee at the date of conclusion of the lease agreement. In case of non-delivery of the property, partial delivery, late or non-conforming to the lease contract, the risks remain at the expense of the supplier. The lessee shall respond to any degradation or loss of the leased property unless the degradation or loss is due to a fortuitous event or force majeure. If the destruction of the leased property is due to a fault of the lessee, it must continue to pay the rents or the price for the maturities previously fixed in the lease agreement. If the destruction of the leased property is due to the fault of a third party, both the lessor and the lessee have the right to be compensated, if necessary, by the offending party. CHAPTER V. - INEXECUTION OF THE CREDIT-LEASE CONTRACT AND REMEDIES Section I.-Inperformance Article 42. - There shall be no performance of the contract for the purposes of this Act where a party does not perform an obligation under the lease or this Act. The parties may agree in the lease agreement on the circumstances that constitute a non-performance. The creditor must give written notice by registered letter or by feat of bailiff to his co-contractor of his failure, the exercise of the remedies or the termination and give him a period of 30 days enabling him to remedy the situation To his situation. Article 43. - Where one of the contractors fails to meet one of its essential obligations, the other party may refuse to carry out its own obligation, which is its consideration. The parties may agree in the lease agreement of the circumstances which constitute a breach of an essential obligation of non-performance of an obligation. Article 44. - Where, in the event of the breach of an obligation, the contracting party decides to seek in court either enforcement, the reduction of those obligations, or the termination of the contract, the creditor shall give notice to the other party by feat Of a bailiff calling it to remedy its failure within a period of 30 days. Section II. -Effects of non-performance 45. - In the event of non-performance, and in addition to the right to request the termination of the lease contract, the injured party shall have the right to recover damages, which, exclusively or in addition to the other measures by this Law or the contract of Lease, would place it in the situation where it would have been if the contract had been properly executed. Article 46. - Where the lease agreement provides that the person who fails to perform the lease shall pay to the injured party a certain amount or amount calculated in accordance with the manner specified in the lease contract as a result Article 47. - Unless otherwise provided by law, the rights and remedies of the parties to the lease agreement shall prevail over the right of a creditor of the credit-lessee Article 48. - Lease Agreement may be At the request of the lessor, a lease agreement may be terminated by the President of the interim and the leased property must be returned to the lessor at the expense of the lessee in the following circumstances: 1. The lessee shall not pay a number of rent due dates, fixed freely by the parties and from which the right of recovery is exercised following a notice, by registered letter or feat of a bailiff, Remained unsuccessful after 30 days; 2. The lessee uses the leased property in violation of the terms of the lease agreement, despite a registered letter with notice of receipt from the lessor, requiring the termination of the lease; 3. The lessee totally or substantially deteriorates the leased property; 4. The lessee shall not repair or maintain the leased property under the conditions established by the use of the activity and by the lease contract. Article 50. - At the request of the lessee, a lease contract may be terminated before term by court and in the same details and forms of section 49 above, and the leased property may be returned to the lessor at its expense in the cases Following: 1. The lessor does not, by its fault, provide the leased property or is responsible for a delay in delivery 2. The lessor creates obstacles to the use of the property in accordance with the terms of the contract 3. The supplier infringes the terms of the supply contract if it has been selected by the lessor. Article 51. - At the request of the credit-taker, the resolution of the leasing contract may be pronounced in the event that the lessor fails to provide, by its fault, the leased property or if it is the origin of a delay Article 52. - The sale or pledge of the leased property, carried out by the lessee, is not enforceable against the lessor. The President of the competent court may refer the matter to the President of the competent court Once the entry is made, the contract is terminated. The creditor may claim the arrears unpaid up to the date of the seizure, the criminal clause agreed in the contract and the interest, all without prejudice to the action of the creditor for damages and the action of the Credit-taker, if those shares are admissible. Article 53. - In the month following its referral, the President of the Court of First Instance will rule on the application of the creditor on the return of the movable property given in leasing and the eviction of immovable property leasing immovable property. CHAPTER VI. -EFFECTS OF JUDICIAL REORGANIZATION AND LIQUIDATION Article 54. - In the event of an amicable or judicial dissolution, preventive settlement, judicial reorganization or liquidation of the property of the lessee, the leased property is not liable to any prosecution by the creditors of the creditor, unsecured or privileged Be their legal status and rank and considered individually or constituted by mass in the context of a collective judicial proceeding. In the event of a judicial reorganization or liquidation of the property of the lessee, the liquidator may, within 60 days of the date of his or her appointment, elect to continue the lease agreement under the terms and conditions agreed upon, or to terminate the contract. At the end of this 60-day period, and if no decision reaches the lessor, the lease agreement in the agreed terms returned to the lessor. If the liquidator trustee, after having informed the creditor, decides to continue the execution of the contract to the end of the contract and, at the time of its occurrence, the option of purchase has not been exercised, the contract is deemed to be terminated by full right; the property is then Immediately returned to the lessor. Without prejudice to the foregoing, the lessor shall be entitled to claim the rents and all other sums resulting from the lease contract, payable until the return of the property. Article 55. - The object of the lease contract cannot be seized by the creditors of the lessor during the term of the lease. In such a case, the lessee may: 1. Either continue the lease agreement in accordance with its initial conditions and exercise the option to purchase on the date specified in the contract; 2. Either remit the leased property to the liquidator or the court administrator and join the other creditors to cover the amounts paid to the lessor, after deducting the rents for the period of its use of the leased property. CHAPTER VII. -FINAL PROVISIONS Article 56. - The provisions of the law shall apply notwithstanding any contrary provision contained in the statute of a leasing company or any contract signed by that company, or any resolution adopted by the latter in general meetings or by its Board of Directors. Any provision contained in the statutes, contracts and resolutions referred to above, to the extent that it is incompatible with the provisions of this Law, shall be considered void. Article 57. - This Law shall enter into force from the date of its publication in the Official Journal. Article 58. - This Law shall not affect any rights acquired before its entry into force, in particular: -any right, title, interest or obligation; -any legal proceedings or recourse to the maintenance, or the recognition of such right, title, obligation, interest or responsibility, or any act carried out within the scope of this Law. Article 59. - Companies formed prior to the entry into force of this Act, regardless of the qualification given to their operations, who are habitually engaged in the practice of leasing activities within the meaning of this Act, shall Within 12 months of its entry into force in order to comply with the requirements of this Law. Article 60. - Any earlier provisions contrary to this Act shall be repealed. This Law shall be executed as a State Law. Done at Dakar, January 3, 2012 Abdoulaye WADE. By the President of the Republic: The Prime Minister, |
