Mediafax (Mediafax)
Business  |  March 19, 2013 07:15:08

The foundation of the company will be sufficient capital crown

Small and medium-sized businesses who most frequently used form of limited liability companies, waiting for next year several changes. You should also protect the lender more, to simplify the operation of companies, but also facilitate start-up entrepreneurs to enter the market.

Yet it was so that must create Ltd. registered capital of 200,000 crowns and one to five years to repay. "He created the impression that it's the guaranteed protection of creditors. Actually, the law forced the company to maintain such cash, respectively, to have a property in this value.The share capital was thus turned into mere accounting entry that is to protect creditors little sense, "said Department of Justice.

The new law on the model of other European countries will introduce the capital may be even crown, but it also provides that the creditor protection provided in addition to the asset management company and also the responsibility of the test insolvency rules that prohibit the exchange of certain benefits in the event that would have caused the decline."Creditors will thus secure protection when not relied on fictitious funds in the accounts, but it is worth the real assets of the Company and responsibilities of executives," said the ministry.

Expands the possibilities of individual partners

The Act also released legislation stake in these companies, and one person will be able to own more than one share. "If you are currently a partner holds 30 percent share, and it buys another 30 percent share, 'srostou' both his šedesátiprocentního shares into one share.Henceforth this 'coalescence' may occur, will be able to associate your second example, the proportion of thirty to sell without having to do unnecessary procedure for distribution of its share, "said the ministry.

Easier to share and transfer to another person, especially if the social contract determines that the interest is embodied in the counterfoil. The transfer can only occur on the basis of an oral contract handover counterfoil with the appropriate endorsement.The MOA will now be able to accept that a certain type of shares was special rights attached such as extra weight of votes on certain issues or preferential right to the payment of profit.

The companion will now also easier to unilaterally withdraw from the company, especially if the partner did not agree with some of the selected decisions of the General Meeting (such as the nature of the business of the Company or the extra pay obligations), or if he has unreasonably withheld consent to the transfer of shares.

Significant changes also await a joint stock company

The new legislation will also allow the shareholder owned the shares of various kinds. Besides ordinary common shares and newly shall have the option to issue shares and special rights, for example, lie in the difference in the share of the profit or gain votes. "This variability is not boundless, since such limitations arise from the principles of equal treatment and good morals. Law also expressly prohibits the shares was associated entitled to interest regardless of the economic results of the company," said the ministry.

And adding a new type of so-called piece of shares have no par value. It depends on how many of them were actually issued. So if the company has issued shares for example, 10-piece, represents one share of ten percent share. If they subsequently issued another 10, one share will represent a share of five percent.

"These stocks extend investing opportunities but also facilitate such changes in capital, which is reflected in the nominal value of shares, such as raising its own resources, as in the case of single shares is notneed to undergo costly marking a new nominal value of shares, "explains resort justice.

The new law also introduces several technical changes. Allow, for example the replacement of signature shares its mechanical stamp, in case that the shares has safeguards against counterfeiting or explicit anchoring voluntary exchange of shares, which occurs for example in cases of damage to a sheet stocks.

The changes will also affect the bodies of joint stock companies

The founders of the joint-stock companies are now also be able to choose whether to have their company in addition to the General Meeting and the Board of Directors and the Supervisory Board or in their place if only the Board shall establish, by a statutory manager. Since January, the authorities will only be a monomial. "As a result, at the forefront of society can only be one director who performs the function of a statutory manager. Such structures can accommodate especially new entrepreneurs who appreciate the lower cost of managing their companies," said the ministry.At present, the number of members is elected bodies of joint stock company established at least six, three on the supervisory board and three on the board.

Cancels the obligation to elect members of the Supervisory Board or employees released the decision making rules at the General Meeting, for example, the possibility of reducing the quorum quorum or the possibility of accumulation of functions, or an admission that the institution was a member of the legal entity directly.

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