11 Other Petitioners

2021 ◽  
Author(s):  
French Derek
Keyword(s):  
Limited Liability ◽  
Building Society ◽  
Limited Liability Partnership ◽  
A Company

A company may petition for itself to be wound up by the court. The same applies to a building society, an incorporated friendly society, a limited liability partnership (LLP), and any other entity that may be wound up as a registered company. A company’s power to petition for its own winding up may be exercised by its directors, at least if the company has passed a special resolution that the company be wound up by the court, that being a circumstance in which the court may make a winding-up order. A petition by a company for its own compulsory winding up will usually rely on the circumstance that a special resolution has been adopted that the company be wound up by the court. When a resolution for compulsory winding up has been adopted, the court retains a discretion whether or not to make a winding-up order.

Effectiveness of clauses restricting equity transfer in articles of association of limited liability companies using fuzzy AHP: A data analysis of related cases in China from 2010 to 20191

2021 ◽  
pp. 1-12
Author(s):  
Peng Chen ◽  
Yingzhi Nie
Keyword(s):  
Fuzzy Ahp ◽  
Limited Liability ◽  
Limited Liability Company ◽  
Analytic Hierarchy ◽  
Legal Norms ◽  
The Past ◽  
Analytic Hierarchical Process ◽  
Closed Characteristics ◽  
A Company ◽  
External Equity

Based on the company cases published in China over the past ten years, both theoretical methods and Artificial intelligence technologies were applied to analysis cases data on the effectiveness of clauses restricting equity transfer in articles of association of limited liability companies (LLCs). With its unique characters based on shareholders and strong vitality, limited liability company (LLC), as the “evergreen tree” among the market players, is a company form adopted by many investors. Nevertheless, due to its prominent closed characteristics, equity transfer has become a bottleneck for the development of LLCs. According to this paper, it is necessary to distinguish between the effectiveness of clauses restricting internal and external equity transfer in articles of association of LLCs. Fuzzy Analytic Hierarchical Process (AHP) is utilized for which involves process of analytic hierarchy modelled with utilizing theory of fuzzy logic. Moreover, instead of being confined to the existing legal norms, the judgment standard of clauses restricting equity transfer in articles of association of LLCs should be comprehensively measured by the golden rules, i.e. “fairness”, “autonomy” and “operability”.

scholarly journals Impact of Social Responsibility on the Quality of Company Governance

2019 ◽  
Vol 65 (2) ◽  
pp. 21-29
Author(s):  
Ana Jurić ◽  
Aleksandra Zupanc ◽  
Tjaša Štrukelj
Keyword(s):  
Social Responsibility ◽  
Limited Liability ◽  
Added Value ◽  
Socially Responsible ◽  
Company Governance ◽  
Research Findings ◽  
Definition Of ◽  
A Company

AbstractThe central aim of the article is company governance, i.e., researching governance of a company that does not want to be only financially successful but also direct its governance toward socially responsible governance. The article begins with the definition of “theoretical backgrounds,” in which social responsibility in regard to company governance improvement in quality is explained. The article then focuses on the measurement of the quality of company governance; in the research, the selected tool chosen to evaluate the governance of the chosen company regarding social responsibility, i.e., SEECGAN index, is used. Further, the case study of a Slovenian public limited liability company is used. One of the important research findings is the recognition that the addressed part of the SEECGAN index needs to be innovated and further developed. Additional questions for the completion of the index used presents the added value of the article. This article has two limitations: 1) it focuses only on the tool chosen to evaluate the governance of the chosen company regarding social responsibility; 2) the case study is based on publicly accessible data.

scholarly journals Legal status of the company's share in own authorized capital under the Law of Ukraine “On limited and additional liability companies”: problems of legal regulation

2021 ◽  
Vol 11/1 (-) ◽  
pp. 31-36
Author(s):  
Volodymyr TSIUPRYK
Keyword(s):  
Legal Status ◽  
Limited Liability ◽  
General Meeting ◽  
Legal Regulation ◽  
Legal Nature ◽  
The Law ◽  
The Right ◽  
A Company ◽  
Authorized Capital ◽  
A Share

Introduction. Nowadays, the issue of determining the legal status of the company's share in the own authorized capital of LLC and TDV has become quite acute, as evidenced by the adoption on July 28, 2021 by the Commercial Court of Cassation in Case № 904/1112/20, in which the Court established a new approach legal nature of such a phenomenon and expressed his own position on the understanding of the legislation concerning the legal status of the share of LLC and TDV in its own authorized capital. Given that a limited liability company is the most popular type of legal entity that is chosen to conduct business in Ukraine, the analysis of this issue is relevant. Some scientific value for the development of the transfer of the participant's share are the works of individual authors devoted to the study of the legal nature of the share in the authorized capital but the problems arising around the legal status of the company. in their own authorized capital in these works were only mentioned along with others, but did not receive a detailed separate study. The purpose of the paper is to analyze the normative regulation of the legal status of the company's share in the own authorized capital of LLCs and ALCs, identification of shortcomings in their legal regulation and implementation, as well as the search for ways to eliminate them. Results. One of the most relevant decisions concerning the subject of this article is the Judgment of the Commercial Court of Cassation in case № 904/1112/20 of July 28, 2021. The court in this case found that the votes attributable to the share belonging to the company itself are not taken into account when determining the results of voting at the general meeting of participants on any issues. However, Ukrainian legislation does not contain any direct norms that would prohibit the exercise of the right to manage a company in relation to itself on the basis of a share in its own authorized capital. That is why the company cannot be a participant in relation to itself, although they seem logical, but do not have sufficient regulatory support, and therefore do not allow to be firmly convinced of their compliance with the law. In view of this, it can be stated that there is a significant gap in the national legislation on this issue, which, in our opinion, the Court failed to “fill” with this decision in the case. Conclusion. In the Ukrainian legislation at the level of the Law of Ukraine “On Limited and Additional Liability Companies” Article 25 defines the possibility for a company to acquire a share in its own authorized capital. However, the regulation of the legal status of such a share cannot be called sufficient, due to which in practice there are certain problems in the implementation of the provisions of the legislation concerning the share of the company in its own authorized capital. The solution of these legal problems is necessary to ensure the highest quality and clarity of the law, as well as to form case law with common approaches to understanding a single rule.

scholarly journals Authorized Failure: How is Company Status?

2020 ◽  
Vol 2 (2) ◽  
Author(s):  
Fiany Alifia Lasnita ◽  
Muhamad Adji Rahardian Utama
Keyword(s):  
Limited Liability ◽  
Limited Liability Company ◽  
Legal Entity ◽  
Company Limited ◽  
Proof Of Ownership ◽  
Personal Wealth ◽  
A Company ◽  
A Share

The sense of the limited liability company is a legal entity to be able to run a business that has a capital consisting of a share, which its owners have lots of stock. Because it is composed of capital over shares that can be traded, and changes to the ownership of the company can be done without the need for a dissolution of a company. Limited liability company is a business entity and the magnitude of the capital company which are poured in a basic budget. The wealth of the company separate from the personal wealth of the owners of the company so that it can have its own treasures. Each person can have more than one stock which can be a proof of ownership of a company. The owner of the stock itself has a limited liability, i.e. as much as their shares. In the establishment of limited liability company also required permission and also some important documents that should be owned by a limited liability company to be its foundation.

scholarly journals TANGGUNG JAWAB DIREKTUR PT PMA YANG TIDAK MENDAPATKAN PENGESAHAN SEBAGAI BADAN HUKUM DAN SUDAH MENJALANKAN USAHANYA BERDASARKAN PERATURAN PERUNDANG-UNDANGAN DI INDONESIA (STUDI KASUS PT.X DAN PT.Y)

2019 ◽  
Vol 1 (2) ◽  
pp. 620
Author(s):  
I Gede Putra Wijaya ◽  
Christine S.T. Kansil
Keyword(s):  
Limited Liability ◽  
Foreign Company ◽  
Foreign Investor ◽  
Limited Liability Company ◽  
Foreign Investors ◽  
Legal Entity ◽  
Legal Subject ◽  
Foreign Companies ◽  
Investment Law ◽  
A Company

Foreign investors who want to invest in Indonesia must obey the existing rules, namely the Investment Law No. 25 of 2007. The investment law stipulates that if foreign investors want to do business in Indonesia, the foreign investor must establish a company in the form of a legal entity, namely a limited liability company. Requirements for foreign companies can be said as legal entities that must go through the stages of establishing a company until the company ratified by the Ministry of Law and Human Rights. If a foreign company is not a legal entity, the foreign company is not legal and cannot be considered a legal subject in carrying out business activities in Indonesia. Regarding the liability of the foreign company that is to be borne by the private party not by the shareholders because the foreign company is not a legal entity. It is better if foreign investors want to carry out business activities in Indonesia that the business must be in the form of a legal entity in accordance with the investment law’s order to comply with the applicable rules and foreign investors can carry out their business activities properly.

scholarly journals BENTUK HUKUM PERUSAHAAN PERSEKUTUAN DI INDONESIA DAN PERBANDINGANNYA DI MALAYSIA

Cepalo ◽  
2020 ◽  
Vol 4 (1) ◽  
pp. 28
Author(s):  
Rizha Claudilla Putri
Keyword(s):  
Limited Liability ◽  
Sole Proprietorship ◽  
Limited Company ◽  
Limited Liability Partnership

Perusahaan dapat dibedakan atas perusahaan badan hukum dan perusahaan bukan badan hukum. Di Indonesia, Perusahaan badan hukum dapat berbentuk Perseroan Terbatas (PT), Yayasan dan Koperasi. Sedangkan perusahaan bukan badan hukum dapat berupa Firma (Fa) dan Persekutuan Komanditer atau Comanditaire Vennootschap (CV). Peraturan mengenai bentuk perusahaan persekutuan, firma dan CV terdapat di dalam KUHPer dan KUHD. Sama halnya seperti di Indonesia, bentuk hukum suatu perusahaan Malaysia dapat dikenal dengan beberapa bentuk business entitiy, seperti Sole Proprietorship, Partnership, Limited Liability Partnership (LLP), Private Limited Company/SendirianBerhad (Sdn Bhd), dan Public Limited Company/Berhad (Bhd). Beberapa Business Entity yang ada di Malaysia memiliki kemiripan dengan jenis badan usaha yang ada di Indonesia, seperti Partnership atau Perusahaan Persekutuan. Terdapat pula perbedaan antara bentuk dan peraturan yang mengatur perusahaan persekutuan Indonesia dengan perusahaan persekutuan Malaysia. Undang-Undang yang digunakan pun berbeda bagi kedua negara, Partnership diatur dalam Partnership Act 1961 sedangkan untuk Limited Liability Partnership diatur dalam Limited Liability Act 2012. Penelitian hukum ini menggunakan metode penelitian normatif dengan pendekatan komparatif. Data yang digunakan adalah data sekunder yang didapat dari bahan hukum primer, sekunder dan tersier. Pengumpulan data dilakukan melalui studi kepustakaan dan dokumen serta diolah dengan melakukan seleksi data secara sistematis untuk mendapatkan gambaran umum dari hasil penelitian. Hasil penelitian menunjukkan bahwa dalam Partnership mengatur mengenai perusahaan secara tradisional dengan ingin mendapatkan laba atau keuntungan. Sedangkan di dalam LLP menggabungkan antara partnership dan company. Perbedaan bentuk hukum perusahaan persekutuan antara Indonesia dan Malaysia ini juga jelas terlihat jika dilihat dari aturan pada masing-masing negara dimana Indonesia tidak mempunyai undang-undang khusus mengenai bentuk hukum persekutuan ini. Dengan demikian, pemerintah hendaknya membuat sebuah undang-undang yang mengatur mengenai bentuk usaha persekutuan lebih khusus dalam peraturan yang berbeda agar dapat mudah dipahami oleh pelaku usaha seperti peraturan yang berlaku di negara Malaysia. 

3. Registration

2021 ◽  
pp. 35-64
Author(s):  
Derek French
Keyword(s):  
Limited Liability ◽  
Public Disclosure ◽  
Public Companies ◽  
Registration Process ◽  
Registration Procedure ◽  
Registered Office ◽  
Private And Public ◽  
A Company ◽  
Corporate Personality

This chapter discusses the process of registration for the incorporation of companies under the Companies Act 2006. It considers the distinction between private and public companies, the meaning of limited liability and the significant characteristics of the company created by the registration procedure at Companies House, such as a company’s separate corporate personality (which is highly artificial), its members, shareholding, directors, secretary, name, constitution and its registered office and domicile. To deter misuse of companies, the registration process involves disclosing much information about a company which is then available for public inspection. This process of public disclosure continues throughout a company’s existence.

15. Business Organizations

2019 ◽  
pp. 421-451
Author(s):  
Lucy Jones
Keyword(s):  
Limited Liability ◽  
Business Organizations ◽  
Limited Partnership ◽  
Legal Personality ◽  
Different Types ◽  
The Common ◽  
The Difference ◽  
Set Up ◽  
Limited Liability Partnership ◽  
The Relationship

This chapter discusses the common types of business organizations and explains the difference between unincorporated and incorporated businesses. The three types of partnership arrangements are considered, namely a general (ordinary) partnership, a limited partnership, and a limited liability partnership. The chapter includes discussion of the rules relating to partnerships under the Partnership Act 1890 and the Limited Liability Partnership Act 2000. It explains how different types of partnerships may be set up and looks at the relationship between partners and the relationship between partnerships and outsiders. It considers the dissolution of the different types of partnerships. The chapter concludes with a discussion of the different types of companies and the separate legal personality of companies.

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