The Bill (Reg. No/1345) is aimed at improving Legislation related to Companies.
It proposes to lay down a procedure for the signing, by its members, of amendments to constituent instruments, which will prevent the situation of blocking the Registration of relevant amendments by those Company members absent at the Company General Meeting.
The Bill contains a provision on the Protection of Rights of minority members (States including) of the company which are unable to influence on the decision taken by the Company´s Supreme Management body. It proposes to increase the maximum number of members of Limited Liability companies from 10 to 50, and lays down a decision-making procedure by the Supreme Management Body of a Limited Liability company in the case of its membership having only one member owning 100 per cent of the Company Authorised Fund, and a procedure for the transition or transfer of a member´s share in the Authorised Fund of a Limited Liability Company as security for a debt, in taking into account the rights and interests of the other members of this company, as well as the withdrawal of a company member from a Limited Liability company.
The Bill envisages that a charge on a member´s share in the aggregate capital of the whole company at his/her own wish, should be only allowed when his/her own property is insufficient to satisfy the creditors´ demands. When a member of such a company owns insufficient property to fulfil his/her obligations to creditors, they can demand, under the established procedure, a detachment of a portion of property of the whole company, proportional to the share of the debtor member in the aggregate capital of the company.
The Bill proposes to establish that a portion of the property of the whole company, proportional to the share the debtor member holds in the aggregate capital of the company, shall be detached in monetary form or in kind, according to the Balance Sheet completed as of the date of withdrawal of this member from the company.